Whether it’s in Zug or Zurich, anyone who has a company in Switzerland needs a managing director or board of directors based in Switzerland. But what to do if you can’t find a suitable expert? This is exactly what our managing director and board mandate are for. Find out all you need to know here.

Key facts at a glance:

• Managing director mandate for Swiss GmbHs: Required for the management of a GmbH in Switzerland by a person residing in Switzerland. A managing director mandate allows you to appoint an external expert in a given field.
• Board mandate for Swiss stock corporations: Required for the representation of a stock corporation in Switzerland by a person residing in Switzerland. A board mandate allows you to appoint an external board of directors.
• Reasons for transferring mandates: Transfer for reasons such as anonymity, lack of time or lack of expertise. A mandate contract regulates the tasks and responsibilities of the mandate holder.

Why should I transfer the mandate?

There are various reasons why the management or board mandate is transferred to an external service provider. These include the desire for anonymity, lack of time, lack of expertise – or the need for foreign company founders to appoint a representative residing in Switzerland. The exact tasks and responsibilities of the mandate holder are defined in a mandate contract. In doing so, the mandate holder must always act in the interest of the company or the enterprise and comply with applicable law.

Managing director mandate for Swiss GmbHs

For a GmbH in Switzerland, it is legally required that the management is carried out by a person residing in Switzerland. This poses a challenge, especially for foreign investors and company founders. To meet this requirement, you can give service providers such as us a managing director mandate.

• In the case of a managing director mandate, an external expert is commissioned to take over the role of managing director. However, decision-making power resides with the company. This means that the commissioned managing director acts exclusively according to the specifications of the client.
• The benefits of such a mandate are comprehensive. From individual support to flexible design options to compliance with legal requirements. Companies can thus operate without their own presence in Switzerland and still meet all legal requirements.

Board mandate for Swiss stock corporations

Similar to the managing director mandate, stock corporations in Switzerland must also be represented by a person residing in Switzerland. The board mandate makes it possible to appoint an external board of directors that represents the interests of the company and makes strategic decisions if desired.

• Even with the mandate of the Board of Directors, decision-making power resides with the company. While the board of directors acts on behalf of and in the interest of the company.
• The advantages of a board mandate are the same as with the managing director mandate: compliance with legal regulations without being based in Switzerland; and, if desired, the strategic management of the company.

What do board or managing director mandates cost?

The cost of a board mandate depends on various factors – including the scope of responsibilities and the time investment required. Take a look at our services pages and find out more about the costs of your mandate: to the board mandate; to the managing director mandate.

Closing remarks

A managing director and board mandate in Switzerland offers a flexible and legally compliant solution for companies that want to operate in Switzerland. Transferring these mandates to external service providers can be useful for various reasons – and doing so makes it possible to exercise legally compliant and efficient corporate management.