Open Business Basel City: Trade Register

Context

In brief

• Registration in the cantonal commercial register is mandatory before starting the activity
• Choose the legal form: sole proprietorship, Ltd. (CHF 20'000), Corp. (CHF 100'000)
• LAMal within 3 months; SUVA/LAA if you hire employees
• Taxation on three levels: federal, cantonal, municipal

Key facts

• What: Registration in the commercial register (public archive managed by the canton)
• Where: Canton of Basel-Stadt (cantonal administration)
• Who: Founders of sole proprietorships, Ltd., Corp., cooperatives
• Minimum capital: Corp. CHF 100'000; Ltd. CHF 20'000; sole proprietorship no limit
• Obligations: LAMal (3 months), SUVA/LAA (employees), federal-cantonal-municipal taxation
• Employee contributions: AHV/IV 5.3% (plus 5.3% employer), ALV 1.1% up to the maximum, LA 0.7–1.5% per sector

Anyone wishing to start a business in Switzerland — including in the canton of Basel-Stadt — must first register in the commercial register. It is not optional: registration is a federal legal obligation. Without it, the activity does not legally exist and cannot operate regularly. The commercial register is the fundamental public archive where all essential data of the company is documented: ownership, legal form, partners, capital, legal seats.

What is the commercial register and why register

The Swiss commercial register is a public database managed at the cantonal level. It contains information on sole proprietorships, Ltd. (Limited Liability Company), Corp. (Corporation), cooperatives, and other forms of organization. In Basel-Stadt, registration is the responsibility of the dedicated cantonal administration.

Registration allows the public administration to verify the existence and legitimacy of the company, trace ownership and responsibilities, and is essential for accessing bank credit, entering into commercial contracts, and operating regularly within the cantonal territory.

The main legal forms

The choice of legal form is critical as it determines the minimum capital, personal liability, and tax structure. In Switzerland, the three most common forms are:

• Sole proprietorship: A single natural person manages the activity in their own name. There is no minimum capital required. Liability is unlimited (personal assets are at risk in case of business debts). It is the simplest form bureaucratically.

• Limited Liability Company (Ltd.): One or more partners. Minimum capital: CHF 20'000. Liability is limited to the capital contributed. More formal and protective than the sole proprietorship. Requires a constitutive act drafted by a notary.

• Corporation (Corp.): One or more shareholders. Minimum capital: CHF 100'000. Maximum protection of personal liability (private assets remain separate). More complex, expensive, and bureaucratic form, suitable for larger companies or investment structures.

In Basel-Stadt, as in the rest of the canton, registration in the commercial register takes place at the competent cantonal office (Handelsregister Basel-Stadt). The exact procedures and deadlines vary by canton: ask for specific information directly from the Basel-Stadt administration for rates, registration fees, and precise times.

Operational details

Insurance and Contribution Obligations

Opening a business in Switzerland means subjecting yourself to federal and cantonal social security and insurance obligations that cannot be omitted.

LAMal (Mandatory Health Insurance)

All Swiss residents must take out health insurance (LAMal) within 3 months of arrival or the start of the activity. For founders and employees of a new company, this means contracting with a private authorized health insurance fund. Premiums are individual (per capita), not taxes or salary contributions deducted from the salary. Each fund offers different deductibles (CHF 300, 500, 1000, 1500, 2000, 2500) and premiums that vary by canton and risk region. Cantons provide subsidies to reduce premiums for low-income brackets: ask the Basel-Stadt administration for specific amounts.

SUVA and Accident Insurance (LAA)

If you hire employees, you are required to take out professional accident insurance. SUVA (Swiss National Accident Insurance Institute) or other authorized companies (LAA) offer policies. The contribution is exclusively the employer's responsibility and ranges from 0.7% to 1.5% of the employee's salary, depending on the activity sector. No contribution is deducted from the employee.

Mandatory Pension Contributions for Employees

For each employee, you must pay contributions to the Swiss pension system, divided between the employer and the worker:

• AVS/AI/IPG: 5.3% at the employee's expense, 5.3% at the employer's expense (total 10.6%). These fund old-age pensions (AVS), disability insurance (AI), and maternity/paternity allowances (IPG).
• Unemployment Insurance (AD): Approximately 1.1% up to an annual maximum, divided between the employee and the employer.
• LPP (Pension Fund, second pillar): Mandatory for coordinated salaries. The employer contributes a percentage that varies by age group: 7% (25–34 years), 10% (35–44), 15% (45–54), 18% (55+ until the reference age).

These contributions are deducted from salaries and paid to the funds by you as the employer. They are mandatory for any employed worker.

Taxation: Three Independent Levels

Taxation in Switzerland operates on three independent and simultaneous levels:

1. Federal Direct Tax (IFD): Managed by ESTV (Federal Customs Administration). National progressive rate applied at the federal level. 2. Cantonal Taxes: Each canton has its own rates and tax laws according to its fiscal priorities. Basel-Stadt has its specific rates. 3. Municipal Taxes: Municipalities multiply the cantonal rate according to local rules (municipal multiplier coefficient).

For a new activity, taxation depends on the legal form:

• Sole Proprietorship: The income is taxed as the founder's personal income on all three rates (federal + cantonal + municipal).
• LLC and Corporation: The legal entity is fiscally separate and taxed as an autonomous entity at the federal, cantonal, and municipal levels based on income and profits.

The specific rates for Basel-Stadt canton vary according to cantonal fiscal policy: ask the Basel-Stadt cantonal tax administration (Finanzbehörde Basel-Stadt) or a tax consultant for updated percentages. Once the activity is registered, you will have to file annual tax returns both at the federal level (ESTV) and cantonal level.

Useful planning tools

To estimate your pension strategy, use the pension planner and the pillar 3 simulator.

Key points

Practical procedure: 7 steps to start your business

Step 1: Choose the legal form Decide whether to operate as a sole proprietorship (simpler, unlimited liability), SARL (minimum capital CHF 20,000, limited liability) or SA (minimum capital CHF 100,000, maximum protection). Consult a notary or legal advisor to align the choice with your situation, expected turnover, and risk tolerance.

Step 2: Acquire the minimum capital (if SARL or SA) For SARL, CHF 20,000 must be paid in; for SA, CHF 100,000. The capital must be deposited with a Swiss bank, certified, and documented. For a sole proprietorship, there is no legal minimum capital, but sufficient means are still required to start the business.

Step 3: Prepare founding documents For a sole proprietorship: few documents (identity, address, activity description). For SARL: articles of association, internal regulations, list of shareholders. For SA: statutes, list of shareholders, bank deposit certificate. A notary can assist in drafting and certifying.

Step 4: Register with the Basel-Stadt commercial register Contact the Basel-Stadt commercial register office with the founding documents, founders' identities, legal address, and bank deposit certificate of the capital (for SARL and SA). Deadlines and the exact process vary: contact the cantonal office directly for exact times and specific registration fees in Basel-Stadt.

Step 5: Register with LAMal within 3 months You and each employee must take out LAMal health insurance within 3 months of registration. Choose a health insurance company, communicate the start of the activity and personal data. Premiums are individual and depend on the canton, age, and income bracket. Request information on possible cantonal subsidies for your income.

Step 6: Take out SUVA or LAA (if you hire employees) If you will have employees, register with SUVA or an authorized private accident insurance within specific times. Communicate the employees' data, their salaries, and the sector of activity for the calculation of the contribution (0.7–1.5% of the salary).

Step 7: Federal and cantonal tax registration Once registered with the commercial register, ESTV and the Basel-Stadt tax administration will contact you for VAT registration (if annual turnover > CHF 100,000) and for cantonal direct federal tax. Complete the provided forms and meet the deadlines for the annual declaration of your activity.

Final checklist before starting

• ✓ Legal form chosen and documented
• ✓ Minimum capital deposited and certified (if SARL/SA)
• ✓ Founding documents prepared
• ✓ Registration with the Basel-Stadt commercial register completed
• ✓ LAMal taken out for all (founders and employees)
• ✓ SUVA/LAA activated (if employees present)
• ✓ ESTV and cantonal tax administration registration completed
• ✓ First fiscal year planned and deadlines noted

For exact figures, specific cantonal deadlines, registration fees, and concrete administrative details related to Basel-Stadt, contact the commercial register office (Handelsregister Basel-Stadt) and the cantonal tax administration (Finanzbehörde) directly. Consider having a notary or legal advisor assist you during the first process: the initial cost pays off in clarity and regulatory compliance.

Use our tax calculator to estimate federal, cantonal, and municipal taxation based on expected income and chosen legal form. You will better understand the tax impact of your activity and plan the operating budget.