Sàrl incorporation for SA companies in Hermenches: what every SME should know
Swiss accounting law (art. 957 ff. of the Code of Obligations) sets a precise frame, yet day-to-day practice often stays fuzzy. This guide walks through what actually matters for a business based in Hermenches.
Choosing the structure: Sàrl, SA or sole proprietorship
Contributions in kind (vehicle, equipment, client portfolio) are possible when founding a Sàrl or an SA, but they follow strict valuation and disclosure rules. Cash contribution remains the simple route, in Hermenches as elsewhere.
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.
The Swiss legal frame for Sàrl 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 Hermenches.
One simple principle drives Sàrl incorporation: every franc in or out must be explainable by a document, an entry and an account. All of Swiss accounting law fits inside that traceability requirement.
Swiss VAT: rates, threshold and filings
Registration happens with the Federal Tax Administration and yields a VAT number based on the business identifier (format CHE-xxx.xxx.xxx VAT). From then on, every invoice must state that number, the rate applied and the tax amount — three details Sàrl incorporation should lock down from day one to avoid retroactive fixes.
For businesses in Hermenches, VAT is in practice the most audited tax: punctual returns consistent with the books markedly reduce the odds of a deep audit of Sàrl incorporation.
Salaries and social contributions: the rates to know
The salary certificate is an official tax document: it feeds the employee's tax return and serves as the reference in AHV and tax audits. Issued once a year, it must match payroll accounting and the declaration to the compensation office to the centime.
For Sàrl incorporation, the gap between agreed gross and paid net surprises every new employer: simulate it BEFORE hiring to avoid misunderstandings with the future employee.
Hermenches: what changes, what does not
Hermenches (postal code 1513, canton Vaud) applies the same federal rules as the rest of the country: what changes in Hermenches are the cantonal counterparts — tax administration, compensation office, commercial register.
Federal deadlines do not move in Hermenches: VAT within 60 days, salary declaration in January, 10-year record retention — postal code 1513 changes nothing about those rules, only the sender's address.
Frequently asked questions
Which social contributions does a Swiss employer pay?
AHV/IV/APG: 5.3% employer share (the same is withheld from the employee); unemployment insurance: 1.1% each up to CHF 148,200 a year; occupational pension (LPP) by age and plan (employer at least 50%); occupational accident insurance paid by the employer; family allowances by canton. For an employer in Hermenches, family allowances follow the canton's rates.
When must a business register for VAT?
As soon as its worldwide annual turnover reaches CHF 100,000 (CHF 250,000 for non-profit sports or cultural associations). Below that, voluntary registration remains possible and often makes sense to reclaim input VAT on investments. The threshold is federal: it applies in Hermenches as everywhere in Switzerland.
What is the difference between a limited and an ordinary audit?
The ordinary audit applies to companies exceeding, for two consecutive years, two of three thresholds: CHF 20 million balance sheet total, CHF 40 million revenue, 250 full-time positions. Others fall under the limited audit, and those with no more than ten full-time positions on annual average can opt out with all shareholders' consent. These federal thresholds do not depend on the registered seat — in Hermenches as anywhere.
What are the legal obligations for Sàrl incorporation in Switzerland?
The foundation is the Code of Obligations: proper bookkeeping (art. 957a CO), annual accounts (balance sheet, income statement, notes) and 10-year retention of books and records (art. 958f CO). VAT applies from CHF 100,000 of turnover, and social insurance settlements from the first employee. Nothing is different in Hermenches: federal law applies.
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