Frequently asked questions (FAQ)

What is an international non-governmental organisation (NGO)?

Governance

Who can become a member of an association?

What is the civil liability of an association?

What should be on the agenda of the constitutive general assembly?

What should be on the agenda of an ordinary general assembly?

How to write minutes of a general assembly?

Accounting and tax

What are the accounting requirements?

What are Swiss GAAP FER Accounting and Reporting recommendations?

Is an NGO subject to Value Added Tax (VAT)?

Work and insurance

Swiss labour law

Which social insurances are obligatory in Switzerland?

What insurance coverage must an NGO have?

Miscellaneous

How to protect the name, abbreviation and logo of a Swiss NGO?


What is the definition of an international non-governmental organisation (NGO)?

An international non-governmental organisation (NGO) is defined as an independent institution created under national private law. It is non-profit and pursues goals of international public utility in at least two countries. The NGO has its own legal personality and enjoys full civic rights. Under Swiss law, NGO usually take the legal form of association or foundation.

Non-profit does not mean that the organisation cannot make a profit, but only that any profits must be re-invested in the work of the organisation in order to achieve its goals.

It is worth noting that there is no internationally recognized definition of an NGO.

Back to top


Who can become a member of an association?

Any person enjoying his/her civic rights may join an association.

In principle, membership conditions are set out in the statutes of the association (see: "statutes of association").

A minor may join an association and have voting rights without the consent of his/her legal representative. A minor may not, however, take part in decisions which commit him/her financially beyond an amount authorised by the legal representative.

Back to top


What is the civil liability of an association?

The civil liability of a moral person is governed notably by the article 75a of the Swiss Civil Code.

The members of an association, as well as the Committee members, cannot personally be held responsible for debts and obligations contracted by the association, neither for the damages caused in the pursuit of its activities. Financial responsibility of members is limited to the amount of the membership fee. Therefore, they cannot be sued by creditors. 

The civil and criminal liability of members of the Committee cannot be invoked for offences committed by the association in its own name.There are three exceptions :

  • The statutes can provide for the financial responsibility of members.
  • Committee members are personally responsible for any faults committed in the exercise of their duties that have caused damage to third parties (Art. 55, para 3).
  • A committee member who has breached his/her obligations to the association can be sued for compensation. This is known as due diligence toward a moral person.

The association may be held liable and be deemed legally responsible for negligence or at fault or damages it causes to third parties. That is why it is compulsory to subscribe to an insurance (See: "What insurance coverage must an NGO have?")

Back to top


What should be ON the AGENDA of the constitutive general assembly of an association?

«Name of the association», «date», «place»

  1. Welcome
    The future Chairperson welcomes participants, lists those who have excused themselves, and circulates an attendance list.
  2. Presentation of the aims of the association
    Short description of the goals of the association (raison d’être, background, why the association was created…).
  3. Approval of the statutes
    The statutes are discussed article by article, and then approved, with or without amendment. At the end the statutes are approved as a whole.
  4. Election of Committee members
    Candidates for membership in the Committee present themselves to the GA, which then votes according to the system that has been selected (e.g. simple majority).
  5. Election of the auditors
    Candidates present themselves to the GA, which then votes. Auditors should not be Committee members.
  6. Establishing membership fees (if any)
    The GA votes on the amount charged for membership fees.
  7. Discussion on the assciation's activities
    The newly elected Committee presents the association's future activities.
  8. Approval of the association's budget
    The Committee presents the budget for the current year.
  9. Miscellaneous, individual proposals
    To discuss one by one. 

You are invited to share a drink at the end of the general assembly.

Secretary:                                               President:

Back to top


What should be ON the agenda of an ordinary general assembly?

The Committee must send out the notification, including the agenda to each member at least 10 days prior to the meeting. There is no prescribed format under Swiss law. The following is a template.

Minutes of the General Assembly of «name of the association», «date», «place»

  1. Welcome
  2. Adoption of the agenda
  3. Approval of the minutes of the previous GA
  4. Presentation and approval of the annual report
  5. Presentation of the financial report for the previous financial period by the Treasurer
  6. Approval of the accounts
  7. Adoption of the programme of action for the next year
  8. Optional: review of membership fees
  9. Approval of the budget, and clearance is given to the Committee and to the auditors.
  10. Elections:
    1. Committee members («list of members elected or re-elected»)
    2. Internal or external Auditors («names of those elected»)
  11. Miscellaneous, individual proposals. 

Secretary:                                              President:  

Annexes:

  • Minutes of the last GA
  • Activity report
  • Financial report
  • Budget
  • Any other document which might facilitate the deliberations of the GA.

Back to top


How to write minutes of general assembly of an association?

It is mandatory to write the minutes of any constituent, ordinary and extraordinary General Assembly. There is no prescribed format under Swiss law. The following is a template.

Minutes of the GA of «name of the association», «date», «place»

  • Present: «List of those present»
  • Excused: «List of those excused»
  • Absent: «List of those absent»
  • Chairperson: «Name»
  • Rapporteur: «Name»

Start of the meeting : Time                             End of the meeting : Time
__________________________

  • Agenda
  • Any decisions taken during the meeting.

Secretary:                                              President:  

PS: The minutes should also mention the address of the association.

Back to top


What are the accounting requirements?

Since 1 January 2008, the authorities have clarified a number of rules, notably by making it compulsory to maintain formal accounts and to conduct an audit according to the size of the organization rather than its legal status. 

Association

The Committee must maintain formal accounts. The books (inventory, operating account, and statement of accounts) must be complete, clear, and easy to consult, so that any interested parties have as accurate picture as possible of the financial health of the association (art. 959 CO). 

The accounts must be in Swiss francs (Art. 960, para 1 CO) and must be maintained at least 10 years. It is important therefore to keep all documentary evidence. The Code of Obligations applies, by analogy, to the provisions of Code of Obligations relating to public companies.

An association may be subject to a limited audit, by an auditor, if a member requests it. Otherwise, the GA and the statutes govern how financial control will be effected.

An association may be subject to an ordinary audit if, over two successive exercises, two of the following values have been exceeded:

    • Balance > CHF 10 million
    • Turnover > CHF 20 million
    • Staff > 50 full-time staff on average annually

During an ordinary audit, the auditors will check not only that the accounts conform to the legal and statutory requirements, but also for the existence of an effective internal control system.

Foundation

Foundations must in all cases designate an external audit body. This body has to be registered with Registry of Commerce

The auditor can get a waiver from the Supervisory Authority if the following two cumulative conditions are met:

  • The total statement of accounts for two consecutive financial years is less than CHF 200'000.-
  • There has been no public collection of money.

A qualified auditor must be appointed if:

  • The foundation undertakes fundraising activities/receives donations from the public in excess of CHF 100'000, during two consecutive financial years
  • Two of the following values are exceeded:
    • Balance > CHF 10 million
    • Turnover > CHF 20 million
    • Staff > 50 full-time staff on average annually
  • The Foundation must set up group accounts
  • The Foudnation has raised money through a bond issue.

For more information:

Back to top


What are Swiss GAAP FER Accounting AND Reporting Recommendations?

Swiss GAAP FER standards aim to provide a coherent and transparent framework for the presentation of annual accounts of small and medium entities, as well as non-profit organizations.

NGOs are not obliged to apply them yet more and more NGOs do so because this presentation gives a true picture of the wealth, financial situation, and results of the entity. Consequently this information will help to improve communication with donors and other relevant entities, while making it easier to compare annual accounts / financial situations between entities and over time.

Each standard consists of a recommendation, followed by an explanation, and sometimes with examples and a glossary.

Swiss GAAP FER 21 "Accounting for charitable non-profit organisations” is particularly relevant for NGOs.

Back to top

Is an NGO subject to Value added tax (vat)?

VAT is governed by the Federal law on value-added tax (LTVA), of 12 June 2009 and the Ordinance on Value Added Tax (OTVA) of 29 November 2009. The Federal Tax Administration websitecontains all relevant information regarding VAT. In particular, we recommend that you consult the VAT Info 22 on charities, aid and social institutions (French only).

Liability

As a general rule, any person, irrespective of legal form, objects and intention to make a profit, is liable to VAT if that person carries on a business and generates on Swiss territory an annual turnover from taxable supplies of more than 100,000 francs (art. 10 al. 1 LTVA).

Non-profit, voluntarily-run sporting or cultural association or charitable organisation with public utility status that is exempted from direct taxes (art. 56 let. g LIFD) is liable to VAT if it generates on Swiss territory an annual turnover from taxable supplies of more than 150,000 francs (art. 10 al. 2c LTVA).

Decisive annual turnover for compulsory liabilities to VAT

Decisive turnover includes all incomes from taxable supplies and services provided in the Swiss territory. If the services provided are paid in kind (goods, services in compensation), the market value of the service provided must be taken into account in the decisive turnover.

Fees that are laid down in statutes that non-profit institutions with political, trade union, economic, religious, patriotic, philosophical, philanthropic, ecological, sporting, cultural or civic objects receive from their members are non-taxable and must be excluded from the annual base turnover considered for VAT liability (art. 21 al. 2 ch. 13 LTVA).

Subsidies and other public law contributions, even if they are paid on the basis of a public service agreement are also to be excluded from decisive annual turnover (art. 18 al. 2 let. a LTVA / art. 29 OTVA).

The same applies to donations freely given by third parties other than public authorities. The fact of mentioning one or more times the donations in a neutral form in a publication does not constitute a supply of an advertising service to the donor, even if the name of the donor is indicated or the logo is reproduced (eg. acknowledgement in a publication, art. 3 let. i LTVA).

Back to top


Swiss labour law

The Guide to starting a business in the canton of Geneva (chapter IV) contains useful information regarding work contracts and working hours in Switzerland. Also, CAGI website Swiss labour law and Swiss employment contract page.

Regarding salaries in Geneva, you may consult the on-line salary calculator on the Geneva Labour Market Observatory website. 

Back to top


Which social insurances are obligatory in Switzerland?

Health Insurance (AMal): Health insurance is obligatory for all Swiss residents. This provides all insured persons with access to basic medical healthcare. In the event of illness, pregnancy or accidents, this ensures that medical treatment can be provided if it is not covered by accident insurance.

Accident insurance (AA):  All employees who work in Switzerland are obligatorily insured against accidents and occupational illnesses. A person is considered gainfully employed when he/she exercises a dependent profitable activity according to the AVS guidelines. The following categories must also be insured:

  • Interns,
  • Volunteers,
  • Apprentices,
  • Domestic workers,
  • People working in trade schools or sheltered workshops, and
  • Persons working for an employer with the purpose of choosing a profession (professional orientation internship).
Accident insurance covers damages that arise if insured persons have an accident or suffer from an occupational illness. The benefits include medical treatment and financial support.

The premiums for insurance for occupational accidents and illnesses are paid by the employer. The premiums for insurance for non-occupational accidents are usually paid by the employee. Employers are liable for the entire premium amount but deduct employees’ shares from their salaries. The premium amounts differ depending on the insured person’s income and the type of company.

For further information:

Furthermore, contribution to the following social security schemes is obligatory:

Contribution AVS/AI/APG/AC/AF/Amat:

Indicative rate, valid as of 1 January 2017 (reference: Caisse cantonale genevoise de compensation)

AVS 8,4% 4,2% paid by employee and 4,2% by the employer
AI 1,4% 0,7% paid by the employee and 0,7% by the employer
APG 0,45% 0,225% paid by the employee and 0,225% by the employer
Sub-total 10,25% 5,125% paid by the employee and 5,125% paid by the employer
AC until CHF 148'200.- gross salary 2,2% 1,1% paid by employee and 1,1% by the employer
AC2 from CHF 148'201.- gross salary 1% 0,5% paid by the employee and 0,5% paid by the employer
AF 2,45% paid exclusively by the employer
Amat 0,082% 0,041% paid by the employee and 0,041% by the employer
Administration fees 2,621%

Degressive according to the total payroll; paid exclusively by the employer

Old age and survivors insurance (AVS): When income is less than CHF 2'300.- per year, contributions will only be collected at the request of the insured person. The maximum amount refers to net renumeration. If renumeration exceeds the maximum amount, contributions should be levied on the entire salary (Source: FAQ - Federal Social Insurance Office (OFAS)

Non-occupational accident insurance (AANP): The non-occupational accident insurance covers the financial costs of accidents which occur outside the work place. Any employee working in Switzerland must be insured  non-occupational accidents (including commute) its employer against if the employee works at least 8 hours per week. The latter may demand that his/her employees pay the premiums for non-occupational accident insurance.

Non-occupational accidents are not covered for employees who work less than 8 hours per week (exception: commute between home and workplace are covered by professional accident insurance). However, to be fully covered, those employees must be insured against accidents via their health insurance provider.

Military insurance is funded through the federal budget.

Occupational pension funds (LPP) Occupational pension funds, also called the 2nd pillar, complete the basic 1st pillar AVS/AI/APG system (old age, disability, loss of income). Together, these two insurance systems should ensure that retired people to a large extent maintain their former standard of living. i.e. they should jointly provide approximately 60% of the last salary The LPP is mandatory for salaried persons already subject to the AVS, with an annual income of at least CHF 21,150 (since 2015). This is the threshold of the obligatory pension fund scheme.

Besides the AVS and 2nd pillar, there is also the private pension scheme, called the 3rd pillar.

For more information, please visit the sites of the following institutions:

Back to top


What insurance coverage must an NGO have?

The most important insurance is third-party liability coverage (Responsabilité civile). An organisation’s RC covers, in principle, the risk of damage that may be caused unintentionally either to third party or to a third party's property, either morally of physically. An extension of RC coverage for a particular event can be requested or included in the policy.

Other complementary insurances include :

For more information, you may contact the Swiss Insurance Association and Federal Social Insurance Office (FSIO).

 Back to top


How to protect the name, abbreviation and logo of a Swiss NGO?

As a general rule, the name, the abbreviation and the logo are distinguishing features. As long as these features are not the subject of an absolute ground for refusal according to the art 2 LPM, these features may be protected as trademarks. The protection of a trademark in Switzerland depends on a decision of the Federal Institute of Intellectual Property (IPI).

You may consult WIPO's Global Brand Database in order to perform a trademark search by text or image in brand data from multiple national and international sources, including trademarks, appellations of origin and official emblems.

   Back to top