Opening businesses in the Canton of Graubünden: a complete guide (cross-border guide)

From the choice of legal form to the trade register: everything you need to know to start a business in the Canton of Graubünden.
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.
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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 Grisons, 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 Grisons cantonal authorities. In the Canton of Grisons, as in every canton, these amounts vary. There is no uniform national tariff: the Canton of Grisons 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.
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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.
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Frequently Asked Questions
- Which legal form is most suitable for opening a business in the Canton of Graubünden?
- The choice depends on the size and expected profitability. A sole proprietorship is simple and requires no minimum capital, but exposes you to unlimited liability. A company (SA or Sàrl) requires minimum capital but protects personal assets. Consult an accountant to choose the most suitable shape according to your specific needs.
- What is the minimum capital required to open a company in the Canton of Graubünden?
- The minimum capital is set by the Swiss Bond Code and varies depending on the legal form. A sole proprietorship does not require minimum capital. For precise figures on SA and Sàrl, consult the commercial register office of the Canton of Graubünden or an accountant.
- What are the registration fees in the commercial register of the Canton of Graubünden?
- The taxes vary according to the legal form and according to the rates established by the Grison cantonal administration. There is no uniform national amount. Visit the Canton of Graubünden's trade register office website for updated rates.
- Do I need to take out health insurance if I open a business in the Canton of Graubünden?
- Yes, health insurance (LAMal/KVG) is mandatory for all residents of Switzerland and must be taken out within three months of starting business. Premiums vary by age, gender, region and deductible (CHF 300 to CHF 2,500 for adults). The Canton of Graubünden offers premium subsidies for those with low incomes.
- What social security contributions do I have to pay as a self-employed person?
- As a self-employed person, you must pay AVS/AI contributions (about 5.3% paid by the worker) and, if subject, join an occupational pension fund (LPP/BVG). If your business falls within sectors with an accident insurance obligation (LAA/UVG, 0.7–1.5% depending on the sector), you must take it out. Consult the cantonal administration for details.