Swiss transparency register: Is your business ready for the new beneficial ownership rules?

While the Transparency Register will not be publicly accessible, the new reporting obligations will affect a broad range of companies operating in Switzerland. Businesses should begin assessing whether they fall within the scope of the legislation and take steps to identify their beneficial owners well ahead of the applicable reporting deadlines.

 

What is the Swiss Transparency Register?

The Swiss Transparency Register is a federal register maintained by the Swiss Federal Office of Justice. It is designed to increase transparency regarding the natural persons who ultimately own, control or benefit from legal entities.

 

The new framework supports Switzerland's efforts to combat money laundering, financial crime and sanctions evasion while strengthening compliance with international standards, including the recommendations of the Financial Action Task Force (FATF). The register will not be publicly accessible. Access will primarily be granted to competent Swiss authorities. Under defined conditions, certain persons subject to Swiss anti-money laundering legislation may also obtain limited access where necessary to fulfil their legal due diligence obligations.

 

Which legal entities are affected?

The reporting obligation applies to most Swiss legal entities, including:

• Corporations (Aktiengesellschaften)
• Partnerships limited by shares (Kommanditaktiengesellschaften)
• Limited liability companies (GmbH)
• Cooperatives (Genossenschaften)
• Investment companies with variable capital (SICAV)
• Investment companies with fixed capital (SICAF)
• Limited partnerships for collective investment schemes (Kommanditgesellschaften für kollektive Kapitalanlagen)
• Foreign legal entities with a registered Swiss branch, effective management or real estate in Switzerland

Other entities are exempt from the reporting obligation, including listed companies and qualifying subsidiaries, foundations, associations, pension funds, certain public sector entities and various partnership structures.

Who is a beneficial owner?

A beneficial owner is always a natural person who ultimately controls a legal entity by directly or indirectly holding (alone or jointly with others) at least 25% of the share capital or voting rights, or by otherwise exercising control. Depending on the ownership structure, there may be one or several beneficial owners. Where ownership is held through intermediate companies or other arrangements, the ownership chain must be traced until the ultimate natural person exercising control or receiving the economic benefit has been identified.

A person is generally considered to exercise control if they hold at least 25% of the capital or voting rights in the company. However, control may also arise through contractual arrangements or other means that allow a person to influence important decisions, even without significant ownership. Control may be exercised directly, indirectly or jointly with others.

What are the reporting obligations?

The new regime is based on self-declaration. Legal entities within the scope of the TJPG are responsible for:

• identifying their beneficial owners;
• verifying the required information;
• submitting the information within the prescribed deadlines; and
• ensuring that the reported information remains accurate and up to date.

Once the initial notification has been submitted, changes affecting beneficial ownership information must generally be reported within one month.

What should businesses do now?

Although the TJPG enters into force on 1 October 2026, businesses should not wait until the reporting deadlines approach. Existing legal entities will generally have a transitional period of three to six months to submit their initial notification, depending on their legal form and specific circumstances. Newly established legal entities, or entities that newly fall within the scope of the legislation, will generally be required to submit their initial notification within one month.

Organisations should use this time to review their ownership structures, identify beneficial owners and validate the required information. This process can take considerable time, particularly where ownership structures are complex or involve multiple jurisdictions. Early preparation will help ensure a smooth reporting process once the new regime becomes operational.

What about trusts?

Trusts are not subject to the Transparency Register in the same way as legal entities. Instead, the TJPG introduces specific obligations for certain trustees domiciled or seated in Switzerland, or who administer the trust in Switzerland.

Professional trustees that are already subject to Swiss anti-money laundering supervision generally remain subject to the existing AML framework instead of the TJPG’s own identification duties. Non-professional trustees, however, must identify, verify and maintain records of the trust's beneficial owners, including the settlor, trustee, protector, beneficiaries and any other controlling persons.

The trust itself has no direct, independent reporting obligation to the Transparency Register; however, where a trust is interposed in a reporting-obligated structure (e.g. it holds a controlling stake in a Swiss company), the beneficial owners behind the trust must be reported to the register as part of that entity’s own filing.

How KENDRIS can support you

The introduction of the Swiss Transparency Register represents an important development in Switzerland's regulatory landscape. While further guidance on practical and technical aspects is still expected, businesses can already begin preparing by reviewing their ownership structures and governance processes.

KENDRIS supports clients in assessing whether they are subject to the new reporting obligations, identifying beneficial owners, analysing complex ownership structures and establishing appropriate governance and compliance processes. Early preparation helps minimise implementation efforts and ensures organisations are ready once the new regime becomes fully operational.

Would you like to understand how the new Transparency Register affects your organisation?

Reach out to our experts (Isabelle Steiger, Nicole Figi, Nicole Figi) to discuss your reporting obligations and prepare for the new requirements with confidence.