Saturday, 30 May 2026
Switzerland is preparing to introduce a new corporate transparency framework that will require companies and certain foreign entities to disclose beneficial ownership information to a central federal register, while also introducing significant criminal penalties for non-compliance.
The new Federal Act on the Transparency of Legal Entities and the Identification of Beneficial Owners, known as the Legal Entities Transparency Act (LETA), was adopted in September 2025 and is expected to enter into force during the second half of 2026. The legislation forms part of Switzerland’s broader efforts to strengthen anti-money laundering controls and improve measures targeting organised crime and terrorist financing.
Under the new regime, companies and certain trusts will be required to identify, verify and report their beneficial owners to a public Transparency Register maintained by the Swiss Federal Office of Justice.
The law defines beneficial owners as natural persons who directly or indirectly control at least 25 percent of a company’s capital or voting rights, or who otherwise exercise effective control over the entity.
The obligations will apply to a broad range of Swiss legal structures, including public limited companies, limited liability companies, cooperatives and investment entities. Certain foreign companies with registered Swiss branches, management functions in Switzerland or Swiss real estate holdings will also fall within the scope of the legislation.
Companies will be required to collect and maintain detailed information about beneficial owners, including personal identification data and details concerning the nature and extent of control exercised. Existing internal beneficial ownership registers will no longer be considered sufficient on their own under the new framework.
The legislation also introduces reporting obligations for shareholders, partners and beneficial owners themselves in situations where ownership or control thresholds are met.
Strict deadlines will apply to notifications submitted to the Transparency Register. In most cases, information must be reported within one month of a triggering event. Transitional periods ranging from three to six months will apply to existing companies after the law enters into force.
Oversight of the new system will be handled by a dedicated Supervisory Authority operating within the Swiss Federal Department of Finance. The authority will be empowered to review the accuracy and completeness of submitted information and request additional documentation where necessary.
In cases of repeated non-compliance, the authority will have extensive enforcement powers, including the potential dissolution and liquidation of companies under bankruptcy procedures.
One of the most notable aspects of the legislation is the introduction of criminal sanctions linked to reporting failures. Individuals responsible for submitting notifications and disclosures may face fines of up to CHF 500,000 for intentional breaches of reporting obligations or for providing false or misleading information.
Responsibility for compliance will generally rest with the most senior member of a company’s executive body. In the case of public limited companies, this responsibility is expected to fall on the chairman of the board, even where reporting tasks are delegated internally or outsourced to third parties.
The legislation also allows for broader criminal liability under Swiss administrative criminal law principles, meaning department heads or other responsible personnel may also face exposure depending on the company’s internal compliance structure.
Although the offences are classified as contraventions under Swiss law, fines exceeding CHF 5,000 would be recorded in the national criminal register. For executives working within regulated financial institutions supervised by Swiss Financial Market Supervisory Authority, such records could raise questions regarding professional suitability and regulatory fitness.
The legislation is expected to create substantial new compliance obligations for businesses operating in Switzerland, particularly those within international corporate groups where reporting responsibilities are centralised across jurisdictions.
Companies are therefore being encouraged to establish clear internal reporting structures, update compliance procedures, implement monitoring systems and provide regular staff training ahead of the law’s implementation.
The introduction of the LETA marks one of the most significant shifts in Swiss corporate transparency regulation in recent years, aligning Switzerland more closely with international beneficial ownership disclosure standards while substantially increasing enforcement and compliance risks for companies and senior executives.
Source: CMS
