How to Create an Association: Complete Guide
Setting up an association in Switzerland is a straightforward and relatively simple legal process. However, it is essential to follow certain steps to ensure the success of your initiative. This article cross-references several sources, in particular an article by Roman Baumann Lorant, a lawyer specializing in the law governing associations and foundations in Switzerland, which appeared on the Postfinance website.
Key points to bear in mind when setting up an association
1. Choosing the right legal form
Before you set up an association, make sure it's the right legal form for your project. An association is ideal for non-profit activities. If your objective is entrepreneurial and aimed at generating profits, consider other legal forms such as a limited liability company (SARL) or a public limited company (SA). Note that an association can carry on an accessory commercial activity, and must be, in that case, registered in the Commercial Register.
2. Mobilizing motivated members
To found and maintain an association, it's crucial to rally motivated members. Two people are enough for the creation, but a collective and lasting commitment is needed to defend common interests. Plan to recruit people who are ready to take on active roles and participate in the association's activities, right from the pre-association phase.
3. Define a clear goal
The association's purpose is its raison d'être. Before setting it up, you need to define precisely the objectives you wish to pursue. This step is fundamental in guiding all future activities. Consult the websites of other associations for examples of clear, inspiring wording.
4. Choosing the right name
Select a distinctive name for your association. Make sure it's not misleading, and that it stands out from the names of existing associations. To avoid confusion, check existing names in the Swiss Commercial Register (www.zefix.ch).
5. Drafting complete articles of association
The articles of association are the basic rules of your association. They must include :
In addition, the Articles of Association may specify operating procedures, member responsibilities, membership conditions and membership fees.
6. Entry in the Commercial Register
Check whether your association needs to be entered in the Commercial Register. Registration is compulsory if the association carries on a commercial activity or is subject to compulsory auditing. This obligation applies when the association exceeds two of the following values in two successive financial years: the balance sheet total exceeds CHF 10 million, sales exceed CHF 20 million, or there is an annual average of more than 50 full-time jobs.
7. Call a Constituent Assembly
Organize a Constituent Assembly to approve the articles of association and elect the members of the governing bodies. Prepare an agenda and minutes for this meeting. The minutes should include the decisions taken and be signed by the chairman and the minute-taker.
Conclusion
Setting up an association is a gratifying project that enables individuals to rally around common goals and work together for a variety of causes. Although Swiss legislation offers a great deal of freedom in this area, it is essential to follow the key steps to ensure the association's success and longevity. By clearly defining the association's purpose, drafting comprehensive articles of association and mobilizing motivated members, you will lay a solid foundation for your organization. Don't forget to check your legal obligations, including registration in the commercial register if necessary, and to prepare for the constituent assembly. With careful preparation and rigorous management, your association will thrive and achieve its objectives effectively. If you have any specific questions or require legal advice, don't hesitate to consult a professional in association law.
