After incorporation, is the capital available again?

It is the question almost everyone asks before paying the money into the escrow account: “Once the company is set up, do I lose this capital or does it become available again?” Short answer: you don’t lose it. But it helps to understand exactly how it works.

Capital is not a cost

Let’s start with the underlying misunderstanding. The share capital is not a tax and it is not “burned” money: it is the initial equity endowment of your business. It remains the property of the company — not of the State, not of the bank, not of the notary. It simply changes ownership: from you, the individual, to the company you are creating.

The blocking phase: the escrow account

Before registration, the contributions are paid into a capital escrow account at a Swiss bank. During this phase the money is tied up: you cannot withdraw or use it. It serves as a guarantee — to the notary, the register and future creditors — that the declared capital genuinely exists.

The bank issues a deposit certificate confirming that payment has been made. This is the document the notary attaches to the deed of incorporation. Until the company is registered, the account remains blocked.

Release: when the capital becomes operational again

With entry in the commercial register, the company comes into legal existence. At that point the restriction falls away: the escrow account is converted or transferred into the company’s operating account, and the capital becomes freely available for business activity.

From that moment you can use it for whatever the business needs:

Purchases, equipment, inventory.
Rent and start-up costs.
Salaries and social charges.
Investments and operating liquidity.

The capital does not have to “sit still” in the account: it exists to make the business work. It is normal — and correct — for it to be put to use.

How much capital is tied up depending on the form

GmbH: minimum capital of CHF 20,000, to be paid in in full before registration. After incorporation, available for the business.
AG: minimum capital of CHF 100,000, of which at least CHF 50,000 (or 20% of the capital, if higher) must be paid up at registration. The portion not yet paid up remains a debt of the shareholders towards the company, callable later.

Here too the principle is the same: the paid-up portion, after incorporation, is available for the business.

Careful: available does not mean “yours”

A point that saves you from serious mistakes. The capital is available to the company, not for the member’s personal assets. Withdrawing it for private purposes right after incorporation — emptying the company — may create problems of capital not actually paid up or of liability. The money must serve the company’s business, not go back into the founder’s pocket without a proper basis (salary, regular dividend, documented reimbursement).

In summary

Before registration: capital blocked in the escrow account.
After registration: capital available in the operating account.
It always remains the property of the company, to be used for the business.
It is not a cost: it is the initial investment in your business.

How we help you

We accompany you from opening the escrow account through to operational release, explaining clearly what you can do with the capital and what to avoid — with incorporation on transparent terms. Let’s talk about your project.