Step-by-Step Guide to Liquidating a Company in Switzerland

Overview of the Liquidation Process

The deletion of a company in Switzerland follows a clearly defined procedure. This guide shows how to dissolve a company transparently and in compliance with the law.

Liquidation is particularly regulated for GmbHs and AGs to protect the rights of creditors. Proper handling helps avoid mistakes and ensures all legal requirements are met.

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Dissolution Resolution

The first step is the formal decision to dissolve the company.

• For a GmbH, this decision is made by the shareholders’ meeting
• For an AG, it is made by the general meeting of shareholders

The resolution must be notarized and filed with the commercial register.

From this moment on, the company must carry the suffix “in liquidation.”

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Appointment of Liquidators

Next, the liquidators are appointed — often the existing managing directors.

Their responsibilities include:

• Settling ongoing business activities
• Collecting outstanding receivables
• Paying existing liabilities
• Realizing and distributing the remaining assets

They must also review and, if necessary, terminate existing contracts.

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Creditor Call and Blocking Period

A key requirement in the liquidation process is issuing a creditor call in the Swiss Official Gazette of Commerce (SOGC/SHAB).

Creditors are given at least one year to file their claims.

This blocking period is mandatory for capital companies.

Shortening is only possible in exceptional cases, such as when an audit report confirms that no creditors are at risk.

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Final Accounts and Deletion

After the blocking period ends, the liquidators prepare the final liquidation accounts.

Once all obligations have been fulfilled and the remaining assets have been distributed, the final deletion from the commercial register can be requested.

This marks the end of the company’s legal existence.

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Importance of a Structured Approach

Following this process ensures that the liquidation is carried out lawfully, transparently, and efficiently, enabling a clean and proper closure of the company.

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Support from Experts

Although liquidation may seem complex, a structured guide makes the process manageable. If desired, Startups.ch can support you through every step — quickly, securely, and digitally.

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