Articles of Incorporation for Sole Proprietorship are essential founding documents for individuals seeking to establish a formal business structure in Switzerland. This document type is particularly relevant when an individual wants to operate a business independently with full control and personal liability. Under Swiss law, while not all sole proprietorships must register (only those exceeding CHF 100,000 in annual revenue), having proper Articles of Incorporation helps establish business legitimacy and facilitates relationships with banks, suppliers, and customers. The document must comply with the Swiss Code of Obligations and includes crucial information such as business name, purpose, registered office, capital structure, and management provisions. It serves as the primary reference for the business's legal existence and operational framework.
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1. Article 1 - Business Name and Owner: States the official business name (firma) and complete details of the sole proprietor including full name, date of birth, nationality, and residential address
2. Article 2 - Registered Office: Specifies the legal seat (domicile) of the business and complete business address
3. Article 3 - Purpose: Detailed description of the business activities and scope of operations
4. Article 4 - Capital Structure: Details of initial capital investment and source of funds
5. Article 5 - Liability: Statement acknowledging unlimited personal liability of the proprietor for business debts
6. Article 6 - Management: Details of business management, including any appointed managers or authorized representatives
7. Article 7 - Signature Authority: Specification of who has legal authority to sign on behalf of the business
8. Article 8 - Financial Year: Definition of the business's financial year and accounting period
9. Article 9 - Accounting: Provisions regarding bookkeeping and accounting requirements
1. Article on Branches: Include when the business plans to operate branch offices
2. Article on Intellectual Property: Include when the business owns or plans to develop significant IP assets
3. Article on Succession: Include provisions for business succession or transfer
4. Article on Employment: Include when the business plans to hire employees
5. Article on Dispute Resolution: Include specific provisions for handling business disputes
6. Article on Insurance: Include specific insurance requirements and coverage details
1. Schedule A - Business Plan: Detailed business plan including market analysis and financial projections
2. Schedule B - Initial Asset Inventory: List of all assets being contributed to the business at formation
3. Schedule C - Required Licenses: Copies of all necessary business licenses and permits
4. Schedule D - Insurance Certificates: Copies of required insurance policies
5. Schedule E - Commercial Register Forms: Completed forms required for commercial register registration
6. Appendix 1 - Specimen Signatures: Authenticated signatures of the proprietor and any authorized representatives
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