What Actually Happens Between “Let’s Found a Company” and Signing at the Notary
Six weeks, two founders, and a chain of dependencies I didn’t see coming — even the second time around.
I just got back from the notary’s office. The founding certificate for Filently GmbH is signed. It took about 15 minutes.
But getting to those 15 minutes? That took six weeks.
And here’s the thing: this isn’t my first time. I co-founded a company in Germany back in 2018, with three founders. I know the process. Or so I thought.
Why a GmbH in the First Place
When I started working on Filently last year, I planned to launch as a sole proprietorship. Simple, fast, no bureaucracy. Good enough for an MVP.
Then, mid-December, Sophia decided to join as co-founder. That changed everything.
With a co-founder, you need a proper legal structure. In Switzerland, that means a GmbH (similar to a US LLC or a UK Ltd). Ownership shares, responsibilities, liability — all clearly defined. No way around it.
So we decided: let’s do this.
What I didn’t fully appreciate, even with prior experience: the company registration isn’t just a milestone. It’s a gate that blocks almost everything else.
The Chain of Dependencies
This is what caught me off guard. The GmbH isn’t just paperwork — it’s a prerequisite for things I wanted to have ready before launch.
Stripe. You can technically use Stripe as an individual, but migrating to a company account later is painful. Better to start right.
Business bank account. Here’s the catch: you need a capital deposit account to found the company (where you pay in the initial capital). But the actual business account? The bank can only open that once the company is registered in the commercial register. And right now, the register is quoting up to four weeks processing time. I paid for express handling, but who knows how much faster that actually is.
Trademark registration. We tried to register the Filently trademark a week ago. Got a letter back: “We could not find the applicant in Zefix” (the Swiss central company index). Of course not — because the company doesn’t exist yet. The registration is waiting for the commercial register. Which is waiting for… time to pass.
Everything is waiting for something else.
Coordinating Two Founders
Sophia and I divided the prep work. She drafted the company statutes — we reviewed them together, but she did the heavy lifting there. I handled the bank account and the capital deposit.
The timing was tricky. We decided on the GmbH in mid-December, right before the holidays. Sophia is currently traveling through Thailand with her boyfriend — both are obsessed with Thai boxing and living that out over there. She was back visiting family over Christmas and New Year, which gave us a narrow window.
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On January 6th, she came to the notary here in Switzerland to leave a power of attorney — so I could complete the founding on my behalf alone. The next day, she flew back to Thailand. Until she returns to Switzerland, we’re working remotely.
Then it was on me to collect the remaining pieces: the bank confirmation for the capital deposit, ID documents, and coordinate with the notary.
Today, January 26th, I walked in with everything. Signed. Done.
Six weeks from decision to signature. And still waiting for the commercial register before we can actually open the business account and register the trademark.
The Cost Reality
Let’s be honest: founding a GmbH costs money before it makes any.
Notary fees, registration fees, the minimum capital of CHF 20,000 — it adds up. And unlike a sole proprietorship, you don’t get to start lean.
But there’s an upside I’ve come to appreciate:
The bank account has no monthly fees for the first two years. My co-working membership is now a business expense. Every tool, every service — VAT deductible. It doesn’t offset the founding costs immediately, but it changes how you think about expenses.
The company is a separate entity now. That clarity is worth something.
Why This Matters Beyond Paperwork
Practical: Filently handles sensitive documents. People’s invoices, contracts, personal files. When you ask someone to trust you with their data, being a registered company matters. It signals: we’re serious, we’re accountable, we’re here to stay.
Emotional: There’s a difference between working on a project and running a company. The moment you sign those founding documents, it stops being theoretical. Capital invested. A co-founder counting on you. A legal entity with your name attached.
It makes things real in a way that code commits and landing pages don’t.
What’s Next
Next week, on February 1st, we’re letting the first people from our waitlist into Filently. Not everyone at once — we’re rolling it out gradually, watching what works, fixing what doesn’t.
The GmbH was a critical piece. But we’re still waiting: commercial register, then bank account, then trademark. The chain continues.
For now, the founding certificate is sitting on my desk. A milestone, yes. But also just one link in a longer chain.
Let’s see what February brings.
This is part of my building-in-public series about creating Filently, an AI-powered document organization tool. Follow along for the honest version of startup life.
