The branch
A foreign company that wishes to have an office in Switzerland without a subsidiary registers a branch (Zweigniederlassung) in the commercial register of the canton where the branch is located.1 The branch has no legal personality, so the foreign company is liable for its obligations. The branch must have a representative resident in Switzerland.2 For tax purposes the branch is a permanent establishment and pays Swiss profit tax on the profit attributable to it, with no withholding tax on the repatriation of that profit because there is no dividend.3
A Singapore company that uses a Swiss branch obtains a Swiss address and a Swiss permanent establishment, but it does not obtain a Swiss legal person that can be licensed or that can join an SRO. FINMA licences and SRO affiliation attach to a Swiss company or to a Swiss branch of a foreign financial institution that is itself supervised at home. The latter route is available to banks and securities firms but closed to the ordinary operating company.4 The branch is therefore the right vehicle for a representative office, a research team or a sales presence. It is the wrong vehicle for anything that touches customers' assets.
Notes
- CO, SR 220, Art. 931 para. 2 and Art. 952; Commercial Register Ordinance, SR 221.411, Arts 109 to 112. ↩
- CO, SR 220, Art. 935 para. 2 (a person resident in Switzerland authorised to represent the branch). ↩
- DFTA, SR 642.11, Art. 51 para. 1 lit. b and Art. 52 para. 2; Withholding Tax Act of 13 October 1965 (WHTA; VStG), SR 642.21, Art. 4 para. 1 lit. b (withholding tax on dividends of Swiss companies only). ↩
- Financial Institutions Act of 15 June 2018 (FinIA; FINIG), SR 954.1, Arts 52 to 58 (branches of foreign financial institutions require FINMA authorisation and consolidated home supervision); Anti-Money Laundering Act of 10 October 1997 (AMLA; GwG), SR 955.0, Art. 2 para. 1 (application to financial intermediaries carrying on business in Switzerland). ↩
For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.