Can a foreigner be the sole director of a Swiss company?

No. At least one director with signatory authority must be domiciled in Switzerland (CO Art. 718/814). Foreigners can serve, but not as sole director unless they hold Swiss residence (e.g., Permit B/C) or appoint a Swiss co-director.

Is it possible to change the resident director later?

Yes. Pass a resolution, obtain resignation/appointment, notarize where required, and file with the Commercial Register; notify banks. Typical timing is 2–4 weeks. Avoid gaps by appointing the new director before the outgoing one resigns.

What is the difference between a Nominee and a Trustee?

Both refer to a professional resident director acting under a mandate. The key is engagement: banks and authorities prefer active directors who join governance and show substance; purely nominal roles face scrutiny and delays.

Does the director have access to my bank account?

Only per registered signatory rights. Control access via mandate limits, joint signatures (e.g., 2-of-2 above thresholds), and bank platform controls. Professional directors rarely operate accounts; owners handle daily banking.

How do I verify a director's qualifications and track record?

Request proof of Swiss residency, D&O insurance, client references, independence confirmation, and a clear fee/mandate. Assess their grasp of your industry during a consultation.

What happens if the resident director resigns unexpectedly?

Your company becomes non-compliant. Mitigate with a 30–90 day notice clause, a backup/interim director, and up-to-date records. Professional firms keep contingency protocols to ensure continuity while you appoint a replacement.

25.11.2025

Swiss resident director: complete guide to requirements, costs, and path to Swiss residence

Swiss law mandates every company to appoint at least one director domiciled in Switzerland with signatory authority. This requirement applies to all AG (stock corporations) and GmbH (limited liability companies), regardless of foreign ownership.

Business in Switzerland

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