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The Swiss Official Gazette of Commerce (SOGC): Publications, Dates and Why They Matter
The Swiss Official Gazette of Commerce — SOGC in English, SHAB in German, FOSC in French — is the Confederation's official publication organ for business notices, run by SECO and published online every working day at sogc.ch. Every commercial register entry...
Switzerland’s Federal Register of Beneficial Owners: What Boards Must Do
Switzerland is introducing a central federal register of beneficial owners — the transparency register — under the Federal Act on the Transparency of Legal Entities (LETA/TLEA), adopted by Parliament in 2025 and expected to apply from the second half of 2026....
The Swiss Commercial Register (Handelsregister): Search, Extracts and Entries
The Swiss commercial register (Handelsregister / registre du commerce) is the official public record of businesses in Switzerland, kept by 26 cantonal register offices under federal supervision (art. 927 ff. of the Swiss Code of Obligations). Anyone can search it free...
The Share Register and Register of Beneficial Owners in Switzerland
A Swiss company that has issued registered shares must keep a share register recording the owners' and usufructuaries' names and addresses (art. 686 CO); only those entered are recognised as shareholders towards the company. Separately, anyone acquiring shares that...
The Annual General Meeting of a Swiss Company
A Swiss company (AG/SA or GmbH/Sàrl) must hold its ordinary general meeting within six months of the close of its financial year (art. 699 al. 2 CO). Convened by the board, the meeting approves the annual accounts, decides on the use of the profit, discharges the...
Company Secretary in Switzerland: Role and a Company’s Statutory Obligations
Switzerland has no statutory "company secretary" role — unlike the UK, the Swiss Code of Obligations (CO) does not require a company to appoint one. But the secretarial function is essential: every Swiss company (AG/SA or GmbH/Sàrl) must hold an annual general meeting...
Board of Directors in Switzerland: Legal Duties and Residency Requirements
Every Swiss company must be governed by a board: a board of directors for a société anonyme (SA/AG), or one or more managing directors for a société à responsabilité limitée (Sàrl/GmbH). At least one board member or managing director with signatory authority must be...
Forming Your Swiss SA/AG or Sàrl/GmbH
Forming Your Swiss SA/AG or Sàrl/GmbH: The Role of the Resident Director Switzerland stands out as one of Europe's most attractive jurisdictions for company formation. Its unwavering political stability, highly competitive tax system, robust financial infrastructure,...
Swiss Director for International Companies
For a foreign-owned company or international group, Swiss law requires at least one director domiciled in Switzerland (art. 718 para. 4 / 814 para. 3 CO). But for a cross-border structure the resident director is more than a legal box to tick: it is what gives the...
Liquidating a Swiss Company: Dissolution, Liquidation and Deregistration
Liquidating a Swiss company (AG/SA or GmbH/Sàrl) follows three phases: the dissolution (a resolution of the shareholders or the general meeting, in notarised form), the liquidation operations (creditor call in the Swiss Official Gazette of Commerce, realisation of...
Swiss Resident Director: Legal Duties, Benefits and How to Appoint One
A Swiss resident director is a board member (for an SA/AG) or a managing officer (for a Sàrl/GmbH) who is domiciled in Switzerland and authorised to legally bind the company. Swiss law requires that at least one person able to represent the company resides in...
Appointing, Removing or Changing a Director in Switzerland
To appoint, remove or change a director (SA/AG) or managing director (Sàrl/GmbH) in Switzerland, the competent body passes a formal resolution, the change is notarised and filed with the Commercial Register, and at least one representative domiciled in Switzerland...
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