Nominee Services Switzerland: Full Guide (2026)

Swiss nominee services allow company owners to meet Swiss legal requirements — particularly the Swiss-resident director requirement — while maintaining operational flexibility. This guide explains what Swiss law permits, what disclosures are required, and what Lawsupport provides.

The Swiss-Resident Director Requirement

Swiss AG and GmbH companies must have at least one director (AG: Verwaltungsrat; GmbH: Geschaeftsfuehrer) domiciled in Switzerland with individual signatory authority. This requirement applies regardless of where the shareholders are located.

For foreign nationals who:

• Own a Swiss company but do not live in Switzerland
• Have not yet obtained a Swiss residence permit
• Prefer to operate the company without personally appearing in the Swiss Commercial Register as a director

…a nominee director (Swiss-resident director service) is the standard solution.

Nominee Director Services

A nominee director is a Swiss-resident individual who:

• Is registered in the Commercial Register as a director of the company
• Has signatory authority for the company (required by Swiss law)
• Acts strictly under the instructions of the beneficial owner
• Does not exercise independent management of the company

The annual fee (typically CHF 5’900 standard, CHF 7’400 premium) covers the directorship itself. Work beyond the core mandate — signing work permits, attending bank meetings, executing powers of attorney, coordinating with auditors — is billed at CHF 350 per hour. A company with active operations should budget for these additional costs from the outset

The underlying arrangement: The nominee director and the beneficial owner enter into a nominee director agreement specifying that the nominee acts only on instructions, that all company decisions remain with the owner, and that the nominee’s duties are administrative rather than managerial.

Disclosure: Swiss law (AMLA and the company’s bank’s KYC) requires that the beneficial owner (Wirtschaftlich Berechtigter) of the company be identified and documented. The existence of a nominee director does not make the owner anonymous — the owner is fully identified in the internal records of the nominee and in the bank’s KYC file (Form A). What the nominee arrangement does is keep the owner’s name out of the public Commercial Register while meeting the Swiss legal requirement for a Swiss-resident signatory.

Lawsupport’s nominee director service: We provide Swiss-resident director services for companies domiciled in Zug. The beneficial owner retains full operational control; we handle the formal director function, including signing power of attorney for specific transactions as instructed.

Registered Address (Domizil) Services

Every Swiss company must have a registered address (Domizil) in Switzerland — a physical address in the canton of registration that appears in the Commercial Register. This does not need to be operational office space.

Lawsupport provides registered address services at Grafenauweg 4, Zug — the company’s mail is received and forwarded; the Zug address appears in the Commercial Register. The registered address in Zug is CHF 2’400 per year; a Zurich address costs CHF 3’000 per year. The registered address in Zug is CHF 2’400 per year; a Zurich address costs CHF 3’000 per year.

What a registered address is not: A registered address is not an operational office. If the company employs staff, has client meetings, or stores inventory in Switzerland, it needs separate commercial premises. A registered address is only for the legal domicile requirement.

Nominee Shareholder Services

Nominee shareholder (Treuhandaktionaer/Treuhaender) arrangements exist — a Swiss trust company holds shares in trust for the beneficial owner. However:

Swiss AG: AG shares are not publicly registered — the shareholder register is internal and private. A nominee shareholder for an AG provides no additional anonymity from the perspective of Swiss authorities because the beneficial owner must be identified in bank KYC (Form A) and the shareholder register (under Art. 697l OR for AGM disclosure purposes).

Swiss GmbH: GmbH quota holders are registered in the Commercial Register and are publicly visible. A nominee shareholder for a GmbH keeps the beneficial owner out of the public register — but the beneficial owner is still fully identified in the nominee’s records and the bank’s Form A.

AMLA disclosure: Swiss law requires all financial intermediaries (including nominee service providers) to identify the beneficial owner. Nominees cannot be used to hide ownership from Swiss authorities — they provide administrative convenience, not concealment.

What Nominee Services Do NOT Provide

• Anonymity from Swiss authorities, courts, or law enforcement
• Anonymity from FINMA-supervised banks (Form A requires beneficial owner identification)
• A substitute for genuine Swiss substance if the company’s tax residency is at issue
• A route to avoid Swiss tax reporting obligations of the beneficial owner

The Real Cost: What First-Year Clients Actually Pay

The headline nominee director fee — CHF 5’900 per year — covers the directorship itself. Here is what a typical first-year active company actually spends:

For the premium tier (CHF 7’400/year), which includes higher involvement in regulatory coordination, the realistic first-year total rises to CHF 10’000-12’000 with additional hours.

This is not a hidden cost — it is disclosed before the engagement begins. But founders who budget only the headline fee consistently underestimate their actual outlay. A dormant holding company with no bank account, no employees, and no transactions will pay the base fee and nothing more. An active trading company will not.

Nominee Director Liability: CO 754 in Practice

A question every beneficial owner should ask before engaging a nominee: what personal risk is my nominee director accepting?

Under Art. 754 CO, directors — including nominees — are personally liable for damages caused by intentional or negligent breach of their duties. This is not theoretical. In Swiss court practice, nominee directors have been held liable for:

• Failure to notify the court of overindebtedness within the Art. 725b CO timeframe
• Signing financial statements that did not reflect the company’s true position
• Allowing the company to continue trading while technically insolvent

The practical consequence: any reputable nominee provider conducts KYC before accepting an engagement, monitors the company’s annual accounts, and reserves the right to resign if the company’s activities deviate from what was disclosed. A provider who accepts any client without verification is exposing their own directors to unlimited personal liability — which tells you something about the quality of the service.

Frequently Asked Questions

Is using a nominee director legal in Switzerland?

Yes. Nominee director arrangements are a recognised and common commercial practice in Switzerland. The key requirement is that the beneficial owner is properly identified through the AML documentation chain. Nominee arrangements intended to conceal criminal activity or evade taxes are illegal and subject to criminal liability for both the nominee and the beneficial owner.

Does the nominee director have personal liability?

Yes. A Swiss nominee director has director liability under Swiss corporate law (Art. 754 OR for AG; Art. 827 OR for GmbH). This is why proper nominee agreements include indemnification provisions from the beneficial owner, and why reputable nominees carry professional indemnity insurance and carefully screen the companies for which they provide services.

Can I be both the beneficial owner and a director of a Swiss company?

Yes — if you are resident in Switzerland. The nominee arrangement is specifically for owners who are not Swiss residents. If you obtain a Swiss B permit or C permit, you can become the director yourself.

What does a nominee director cost in Switzerland?

The standard nominee director fee is CHF 5’900 per year. A premium tier (CHF 7’400/year) applies where the director is expected to handle more frequent signing, attend regulatory meetings, or coordinate with multiple service providers. A six-month interim arrangement costs CHF 4’500. These fees cover the core directorship — Commercial Register listing, signatory authority, and routine corporate document execution. They do not include signing work permits, banking documentation, or filings with cantonal authorities, which are billed at CHF 350 per hour. Founders who assume the annual fee is all-inclusive regularly face billing surprises in the first year when bank onboarding, permit applications, and notarial matters generate additional hours.

Can the nominee director open a bank account for the company?

The nominee director can attend the bank account opening meeting and sign the necessary documentation. However, Swiss banks conduct their own KYC and will identify the beneficial owner independently through their compliance procedures. The nominee facilitates the process but does not substitute for the bank’s own due diligence on ownership.

What happens if the nominee director resigns?

The company must appoint a replacement Swiss-resident director before the resignation takes effect. If no replacement is appointed, the company risks losing its ability to operate legally. Nominee director agreements typically include notice periods (usually three to six months) to allow time for finding a replacement or for the beneficial owner to relocate to Switzerland.

Is a nominee director the same as a fiduciary director?

In Swiss practice, the terms are often used interchangeably. Both refer to a Swiss-resident individual who serves as a formal director on behalf of a non-resident beneficial owner. The legal obligations and liability exposure are identical regardless of which term is used.

Do I need a nominee director for a branch office?

Swiss branch offices of foreign companies must appoint a person domiciled in Switzerland who is authorised to represent the branch. This person serves a similar function to a nominee director and must be entered in the Commercial Register. Lawsupport provides this service for branch offices as well.

Can a company act as a nominee director in Switzerland?

For a GmbH, the managing director (Geschaeftsfuehrer) must be a natural person. For an AG, a legal entity can be a member of the board of directors, but at least one natural person with Swiss residence must hold individual signatory authority. In practice, most nominee arrangements involve natural persons.

What is the difference between a nominee director and a nominee shareholder?

A nominee director sits on the board and holds signatory authority; a nominee shareholder holds shares on behalf of the true owner. These are separate arrangements with different legal implications. A company may use one, both, or neither depending on its ownership and management structure.

Related Services

For a full understanding of how nominee arrangements fit into Swiss company ownership, see these related guides:

• Company formation in Switzerland — full incorporation process
• GmbH formation — the most common entity for foreign founders
• AG formation — Swiss public limited company
• Registered address services — domicile-only arrangements
• Due diligence requirements — what Swiss law requires

Swiss nominee arrangements are governed by the Swiss Code of Obligations (OR), with anti-money laundering obligations set out in the Anti-Money Laundering Act (AMLA). For guidance on director duties, see the Swiss State Secretariat for Economic Affairs (SECO).