The Switzerland Company Register, also known as the Commercial Register, is a public database that contains information about all companies registered in Switzerland. It is managed by the cantons and is governed by the Commercial Register Ordinance (Ordonnance sur le registre du commerce, ORC).
The main role of the Switzerland Company Register is to provide transparency and legal certainty for businesses and the public. It does this by:
- Identifying and registering companies: The Switzerland Company Register is the only official source of information about registered companies in Switzerland. This makes it easier for businesses and individuals to find and verify information about potential business partners, suppliers, and customers.
- Disclosing information about companies: The Switzerland Company Register discloses a wide range of information about registered companies, including their name, address, legal form, purpose, shareholders, directors, and financial statements. This information can be used by businesses and individuals to make informed decisions about who to do business with.
- Enhancing the enforceability of contracts: By disclosing information about companies, the Switzerland Company Register makes it easier for creditors to enforce their claims against companies in the event of bankruptcy. This helps to protect the interests of businesses and individuals who deal with companies on credit.
In addition to its primary role of providing transparency and legal certainty, the Switzerland Company Register also plays a number of other important functions. For example, it is used by the Swiss Federal Statistical Office to compile statistics on the Swiss economy. It is also used by the Swiss government to enforce anti-money laundering and counter-terrorist financing laws.
Benefits of Registering a Company in the Switzerland Company Register
There are a number of benefits to registering a company in the Switzerland Company Register. These include:
- Enhanced credibility and trustworthiness: Registering a company in the Switzerland Company Register is a signal to potential business partners, suppliers, and customers that the company is legitimate and trustworthy. This can help to attract new customers and partners and to grow the business.
- Easier access to financing: Banks and other financial institutions are more likely to lend money to companies that are registered in the Switzerland Company Register. This is because they can access reliable information about the company’s financial health and legal status.
- Greater legal certainty: Registering a company in the Switzerland Company Register helps to reduce the risk of legal disputes. This is because the company’s legal status and ownership structure are clearly documented in the register.
- Simpler compliance with laws and regulations: Companies that are registered in the Switzerland Company Register are required to comply with a number of laws and regulations, such as corporate governance rules and anti-money laundering laws. However, the register makes it easier for companies to comply with these laws and regulations by providing them with a central repository of information and a single point of contact with the authorities.
How to Register a Company in the Switzerland Company Register
The process of registering a company in the Switzerland Company Register varies depending on the canton in which the company is registered. However, there are some general steps that all businesses need to follow.
- Choose a company name: The company name must be unique and must not be confusingly similar to the name of any other company registered in Switzerland.
- Determine the legal form of the company: The most common legal forms for companies in Switzerland are the limited liability company (GmbH) and the joint-stock company (AG).
- Draft the company’s articles of association: The articles of association are the company’s governing document and set out the company’s name, purpose, legal form, capital, and management structure.
- Pay the registration fee: The registration fee varies depending on the canton in which the company is registered.
- Submit the registration documents to the commercial register: The registration documents must include the company’s articles of association, a list of shareholders and directors, and proof of payment of the registration fee.
Once the registration documents have been submitted, the commercial register will review them and, if approved, will enter the company into the register. The company will then be issued with a registration certificate.
The Switzerland Company Register plays an important role in the Swiss economy by providing transparency and legal certainty for businesses and the public. It also offers a number of benefits to businesses that are registered in it, such as enhanced credibility and trustworthiness, easier access to financing, greater legal certainty, and simpler compliance with laws and regulations.