Starting a business in Graubünden: costs and procedures (cross-border guide)

Commercial office storefront of a registered business in Grisons Canton

Complete guide: legal forms, registration in the trade register, federal and cantonal taxes, VAT, AVS obligations, SUVA, LAMal. Step-by-step procedure.

Context

In brief

  • Three main legal forms: sole proprietorship, simple partnership, limited liability company (LLC)
  • Mandatory registration with the Canton of Graubünden commercial register
  • Variable costs depending on canton and legal form; taxation at three levels
  • Insurance obligations: AHV (9.8%), LAMal, SUVA if you have employees

Key facts

  • What: Opening a business in the Canton of Graubünden
  • Where: Canton commercial register + federal and cantonal tax authorities
  • Who: Sole proprietorship, simple partnership or LLC
  • Capital: No minimum for sole proprietorship; variable for partnerships
  • Obligations: AHV registration, LAMal, SUVA (if employees), annual tax returns

The legal forms: the fundamental choice

Opening a business in the Canton of Graubünden first requires choosing the legal form. In Switzerland, the main forms are four: sole proprietorship, simple partnership, limited liability company (LLC) and public limited company (PLC).

The sole proprietorship is managed by a single person, who is personally and unlimitedly liable for the company's debts. It does not require a minimum capital and is the simplest structure to set up, but offers less asset protection: the owner's personal credit is exposed to business risks.

The simple partnership (SP) involves at least two partners and is suitable for small collaborations. It does not require a formal minimum capital and provides unlimited and joint liability of the partners, meaning each partner is personally liable for the company's debts.

Operational details

Taxation at three levels: federal, cantonal, municipal

Anyone exercising a commercial activity in Switzerland is subject to three levels of taxes: federal direct tax (FDT), cantonal tax, and municipal tax. In the canton of Graubünden, the cantonal rate is determined by the canton itself, while each municipality applies its own multiplier to the cantonal taxable income. This system means that two entrepreneurs in the same canton but in different municipalities can have slightly different tax burdens.

The FTA (Federal Tax Administration) collects the FDT, while the cantonal administration of Graubünden manages the cantonal tax and reports to the relevant municipalities. Each entrepreneur must submit an annual declaration to the federal tax authorities (by the cantonal deadline, usually late February/early March) and provide complete accounting.

Insurance and contribution obligations

Professional pension AVS/AI is mandatory for self-employed workers. The rate is 9.8% on the net income of the activity (income minus costs). It is not withheld from salary (unlike employees, who pay 5.3% of AVS/AI) and is paid directly to the cantonal AVS fund. Registration is free and must be done within three months of starting the activity.

Professional pension LPP is not mandatory for self-employed workers without employees. However, if you hire employees, you are required to offer professional pension in accordance with federal law. The rate is divided by age groups: 7% for 25–34 years, 10% for 35–44, 15% for 45–54, and 18% for 55 years until the reference age (65 for men, 64 for women).

Key points

Opening procedure in 7 steps

Step 1: Choosing the legal form Evaluate whether to operate as a sole proprietorship (unlimited liability, less bureaucracy) or as a company (asset protection, greater administrative complexity). For a company (Ltd, SA), a notarial deed will be required.

Step 2: Verifying cantonal requirements Consult the cantonal administration of Graubünden to verify if the activity sector requires special permits or authorizations (business license, health authorization, license for certain sectors, etc.).

Step 3: Registration with the Commercial Register Submit the documents to the cantonal Commercial Register office of Graubünden. Prepare: copy of a valid ID, detailed description of the activity, and (for companies) the notarial deed. The procedure usually takes 1–2 weeks. Once registered, you will receive a registration certificate.

Step 4: Registration with AVS Contact the cantonal AVS fund of Graubünden or a recognized private compensation fund. Provide your personal data, a description of the activity, and the estimated income for the first year. Registration is free and generates an AVS insurance number (retirement number).

Step 5: Insurance coverage If you hire employees, registration with SUVA occurs automatically; you will pay the monthly premiums. Take out private health insurance within 3 months of residence in Switzerland (if you are new to the country). Also consider professional liability insurance to protect your personal assets.

Frequently Asked Questions
What is the minimum capital required to open a business in the Canton of Graubünden?
It depends on the legal form. A sole proprietorship does not require minimum capital. A limited liability company (Srl) requires a share capital set out in the articles of association, with no lower legal limit in Switzerland. A public limited company (SA) must have a minimum share capital determined in the articles of association. Please consult your notary or cantonal administration for specific details.
What happens if I don't register with the Trade Register?
Registration is required by law. Those who do not register incur administrative and criminal penalties. In addition, you cannot apply for receivables in court as a business and your business lacks legal publicity. Creditors will be able to reclaim your personal assets.
What are the insurance and contribution obligations for a self-employed worker without employees?
Mandatory: AVS (9.8% of net income) and LAMal (private health insurance with per capita premium). Optional but strongly recommended: accident insurance (SUVA) and professional liability. LPP is not required if you do not have employees. You can voluntarily join the third pillar (3a) for tax savings.
How does the payment of AVS contributions work if the first employee is hired?
Register as an employer with the canton of Graubünden. For each employee, pay 5.3% AVS/AI on each paycheck (the employee pays the same). The employer also pays 5.3% of AI and IPG contributions. Use the cantonal clearing system for monthly or quarterly payments; you will receive the forms during registration.
What changes fiscally if my annual turnover exceeds CHF 100,000?
You become compulsorily subject to VAT. You must register with the AFC/ESTV, issue VAT invoices to the customer, and periodically pay federal value added tax. Advantage: business costs (purchases, services, real estate) become deductible (VAT credit). The administrative burden increases, but the net burden may decrease.

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