Opening businesses in the Canton of Graubünden: a complete guide

Context

In brief

• Choice of legal form: sole proprietorship, company, cooperative
• Mandatory registration in the cantonal commercial register
• Insurance obligations: LAMal, AVS/AI, professional pension
• Registration fees vary by form and canton

Key facts

• What: Starting a business in the Canton of Graubünden
• Where: Canton of Graubünden, Switzerland
• Who: Entrepreneurs, sole proprietorships, companies
• When: Before starting the activity (within legal deadlines)
• Capital: Varies by legal form (from zero for sole proprietorship)
• Taxes: Vary by canton and legal form

Starting a business in the Canton of Graubünden: the first steps

Opening a business in the Canton of Graubünden requires following a precise procedure set by Swiss law. The first step is choosing the legal form, a decision that conditions the legal structure, tax obligations, and personal risks of the entrepreneur.

In Switzerland, various legal forms are available: the sole proprietorship (the simplest and most common form), the general partnership (SNC), the limited partnership (SA), the joint-stock company (SA), the limited liability company (Sàrl), and the cooperative. Each form has different characteristics in terms of required minimum capital, personal liability, management structure, and administrative obligations.

Once the legal form is chosen, the entrepreneur must register their business in the commercial register of the Canton of Graubünden. The commercial register is a cantonal (not federal) register containing information about businesses registered in the territory. Registration is mandatory by law and must occur before starting commercial activity.

Registration in the register involves paying registration fees, the amount of which varies depending on the chosen legal form and the rates set by the Graubünden cantonal administration. There is no uniform national amount: each canton sets its own rates.

In addition to registration, those opening a business in the Canton of Graubünden must comply with insurance and pension obligations. First, as a resident in Switzerland (or employee), they must take out mandatory health insurance (LAMal/KVG) within three months of arriving in Switzerland or starting the activity. Additionally, as a self-employed worker, they are subject to AVS/AI contributions for basic pension and must consider joining a professional pension fund (LPP/BVG) if not mandatory. It is also necessary to take out accident insurance (LAA/UVG) if the activity falls within sectors subject to this obligation.

Operational details

Legal forms and minimum capital

The choice of legal form is crucial for the structure of the business. A sole proprietorship does not require minimum capital and allows the entrepreneur to start with minimal personal funds, but it exposes them to unlimited liability towards creditors. On the other hand, corporations (SA, Sàrl) have minimum capital requirements and separate business assets from personal assets.

The public limited company (SA) and the limited liability company (Sàrl) are the most common for medium to large-sized activities. Both require a minimum capital stipulated by the Swiss Code of Obligations and vary depending on the chosen form. Cooperatives, on the other hand, are suitable for collective enterprises and have specific capital and governance rules.

Anyone starting a business must choose wisely: a sole proprietorship offers speed but exposes to personal risks. A corporation offers protection but requires more initial bureaucracy and tied-up capital. In the Canton of Graubünden, as in every canton, the cantonal administration and local accountants can provide advice on the most suitable choice.

Registration fees and administrative obligations

Registration in the commercial register involves registration fees, the amount of which is set by the Graubünden cantonal authorities. In the Canton of Graubünden, as in every canton, these amounts vary. There is no uniform national tariff: the Canton of Graubünden has its own tariffs, which depend on the legal form and sometimes on the expected turnover. Consult the website of the cantonal commercial register office for updated figures.

In addition to the initial fees, anyone managing a business must comply with continuous administrative obligations: keeping accounts, submitting the annual tax return, paying taxes. Taxation in Switzerland is structured at three levels (federal, cantonal, municipal), and each level has its own rates and rules. In the Canton of Graubünden, as in every canton, the municipalities apply multipliers to the cantonal rates, influencing the total tax burden. The federal administration (FTA) manages the federal direct tax and VAT at the national level, while the cantonal administrations manage cantonal and municipal taxes.

Insurance and pension obligations

Anyone starting a business must be covered by compulsory health insurance (LAMal/KVG). Health insurance is private, and premiums vary based on age, gender, region of residence, and chosen deductible (CHF 300 to CHF 2.500 for adults). In the Canton of Graubünden, as in every canton, the canton offers premium subsidies (premium reduction) for those with low income.

For pensions, the self-employed person must pay contributions to the AHV/AI at a fixed rate (about 5.3% for the worker, 10.6% total with the employer's part if they have a dual role) and, if subject, join a professional pension fund (LPP/BVG). Accident insurance (LAA/UVG) is mandatory for certain sectors with varying percentages (0.7–1.5% depending on the sector). These insurance obligations ensure personal protection and contribute to the Swiss social protection system (UFAS/BSV oversees pensions).

Useful planning tools

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

Key points

Step-by-step procedure: how to register with the commercial register

The procedure to start a business in the Canton of Graubünden is divided into well-defined phases that require attention to detail.

Phase 1: Preliminary preparation. Define the legal form (sole proprietorship, company, cooperative) based on the size and expected risks. Gather the necessary documents: for companies, draft the articles of association; for sole proprietorships, personal data and a dedicated bank account are sufficient. If you have employees, you must also comply with labor regulations (maximum 45 hours/week in industry/offices/sales, minimum 4 weeks of vacation, contributions for employees).

Phase 2: Registration with the commercial register. Contact the commercial register office of the Canton of Graubünden. Complete the provided registration forms and attach the required documents (copy of ID, constitutive documentation, etc.). Pay the registration fees according to the Graubünden cantonal tariff.

Phase 3: Tax registration. Once registered with the commercial register, the canton will communicate the data to the federal tax administration (FTA) and the cantonal administration. You will receive a federal identification number (UID) and must register as a taxpayer with the Canton of Graubünden. This number is essential for invoicing and declaring taxes.

Phase 4: Mandatory insurances. Immediately take out mandatory health insurance (LAMal/KVG) within three months of starting the activity. Register with the cantonal AVS office for basic pension contributions. If necessary, join a professional pension fund (LPP/BVG) and, if applicable, insure against accidents (LAA/UVG) with SUVA or authorized insurers.

Phase 5: Accounting and taxation. Open a bank account dedicated to the activity. Implement an accounting system suitable for the legal form (simplified accounting for sole proprietorships, double-entry accounting for companies). Prepare the first balance sheet and the first tax return for the Canton of Graubünden and the federal administration, usually by March 31 of the following year.

Critical deadlines

Registration with the commercial register must occur before starting the activity. Health insurance must be taken out within three months. The annual tax return must be submitted within the established deadlines (which vary slightly between cantons, but usually by March). Failure to comply with these obligations results in tax and administrative penalties.

Practical tools for your business

Calculate the estimated annual taxes on your business income using our federal and cantonal tax calculator. If you compare the Canton of Graubünden with other cantons for the domicile of your company, you will notice significant differences in cantonal rates and municipal multipliers. Use the AVS/LPP pension calculator to estimate contributions based on expected income. For specific questions about the Graubünden commercial register and local procedures, contact the cantonal administration directly: each canton has slightly different procedures and requires periodic updates.