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SA incorporation how to choose in Torny explained simply

SA incorporation how to choose in Torny raises the same questions for most Swiss SME owners: which obligations apply, which deadlines are running, which documents to prepare. This page covers the federal rules in force — without unnecessary jargon.

Choosing the structure: Sàrl, SA or sole proprietorship

A Sàrl requires CHF 20,000 of fully paid-in capital; an SA CHF 100,000 of which at least CHF 50,000 paid in. Both require a notarised deed and entry in the commercial register. A sole proprietorship arises from mere activity — registration only becomes mandatory from CHF 100,000 of annual revenue.

A Sàrl and an SA must also appoint an auditor, unless they opt out (no more than ten full-time positions on annual average and unanimous shareholder consent). Many young companies start without one, then appoint an auditor when growth or investors demand it.

Salaries and social contributions: the rates to know

Family allowances are financed by the employer through a cantonal compensation fund — rates and amounts vary from canton to canton, including in Torny. They come on top of the federal social insurances and appear on every payslip.

An employer in Torny does well to fix payday on a set day of the month: funds, employees and cash flow organise around it, and SA incorporation becomes routine instead of a sprint.

The Swiss legal frame for SA incorporation

Responsibility for the books is personal: in an SA, organising the accounting is one of the board's non-transferable duties (art. 716a CO); in a Sàrl, the managing directors carry the same duty. Outsourcing the execution never transfers that underlying responsibility, including for a company based in Torny.

The annual accounts (art. 958 CO) consist of the balance sheet, the income statement and the notes; they must be drawn up within six months of the year-end so the general meeting can approve them. A delay here cascades into the tax return and the final social insurance settlements.

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Swiss VAT: rates, threshold and filings

The most frequent VAT mistakes are well known: the wrong rate among 8.1%, 2.6% and 3.8%, forgotten self-supplies, and a rushed annual reconciliation. Corrections are due at the latest in the return for the period containing the 180th day after the year-end — the earlier you correct, the less default interest runs.

Also useful for SA incorporation: some supplies are excluded from VAT (health, education, property rental) — with no corresponding input VAT right. Qualifying revenues correctly from the start avoids surprises.

Torny: what changes, what does not

Working with a fiduciary from Torny no longer depends on geography: the documents of a business in Torny are shared online, while the canton Fribourg keeps its own deadlines for the tax return.

Torny requires no special bookkeeping: the Code of Obligations applies at postal code 1748 as everywhere else, and a well-kept digital file transfers smoothly to any auditor in the canton.

Frequently asked questions

Effective VAT method or net tax rate: how to choose?

The effective method deducts actual input VAT and files quarterly; the net tax rate method applies a flat industry rate to turnover, semi-annually, with no separate input VAT deduction. The flat rate suits low-cost structures; as investments grow, the effective method usually wins again. The choice rests on the company's own figures, in Torny as anywhere.

When is entry in the commercial register mandatory?

A Sàrl and an SA only come into existence with their registration. A sole proprietorship must register from CHF 100,000 of annual revenue; below that, registration stays voluntary but adds credibility and protects the business name. Registration goes through the canton's commercial register office — for Torny too.

What are the current Swiss VAT rates?

Since 1 January 2024: 8.1% (standard), 2.6% (reduced — for example food and medicines) and 3.8% (accommodation). Returns must be filed and paid within 60 days after the period ends (quarterly under the effective method, semi-annually under the net tax rate method). These federal rates apply unchanged in Torny.

Does MyFiducia.ai work for a business based in Torny?

Yes: the platform runs online, the rules applied are federal (VAT, CO, AHV), and the file can be shared with any fiduciary. A business in Torny manages its documents, VAT and exports exactly as anywhere in Switzerland.

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