Switzerland

Financial Reporting Obligations for Companies in Switzerland

1. Registry for Submitting Financial Statements

In Switzerland, there is no universal requirement for companies to file annual financial statements with the Commercial Register. Financial statements are prepared under the Swiss Code of Obligations (CO) and approved by the general meeting; listed issuers publish under stock-exchange rules. The official registry portal is ZEFIX (Swiss Commercial Register index): https://www.zefix.ch.

Public Access to Financial Statements:

In Switzerland, financial statements of listed companies are publicly available through the SIX Swiss Exchange: www.six-group.com.

However, financial reports of private companies (AG, GmbH and other non-listed entities) are not publicly accessible. Such reports are filed with authorities but are not disclosed to the general public. 

2. Legal Forms Obliged to Publish Financial Statements

Legal forms in Switzerland and typical filing/publication obligations:

  • Aktiengesellschaft (AG) – Joint Stock Company: prepares FS under CO; if listed or a public issuer, publishes under SER.
  • Gesellschaft mit beschränkter Haftung (GmbH) – Limited Liability Company: prepares FS; no public filing unless issuer of securities.
  • Kommanditaktiengesellschaft (KAG) – Limited Partnership with Shares: similar to AG.
  • Genossenschaft – Cooperative: prepares FS; publication if listed/public issuer.
  • Stiftung – Foundation: supervised; generally audited and files to the competent supervisory authority; no general register filing.
  • Verein – Association: keeps FS if commercially active or entered in the register; publication only if listed/public issuer.
  • Einzelfirma – Sole Proprietorship: bookkeeping required if revenue ≥ CHF 500,000; no public filing.
  • Kollektivgesellschaft (KG) – General Partnership: bookkeeping if revenue ≥ CHF 500,000; no public filing.
  • Kommanditgesellschaft (KmG) – Limited Partnership: bookkeeping if revenue ≥ CHF 500,000; no public filing.
  • Zweigniederlassung – Swiss Branch of a Foreign Company: bookkeeping locally; if the foreign head office publishes FS, the branch follows those obligations; may have deposit duties depending on home-state rules.

Forms typically not obliged to publish: small sole proprietorships and partnerships (below CHF 500,000 revenue) – they still must keep accounting/tax records appropriate to their size.

3. Companies Requiring Audited Financial Statements

Audits follow the CO and the Auditors Oversight Act. “Ordinary” audits apply when size thresholds are met; otherwise a “limited” audit applies by default (with an opt-out for micro-entities).

Legal Form

Rule

Criteria (Ordinary audit if ≥2 of 3)
AG (Joint Stock Company) Ordinary or limited audit Revenue > CHF 40,000,000
Total assets > CHF 20,000,000
FTE employees > 250
GmbH (Limited Liability Company) Ordinary or limited audit Same thresholds as AG (ordinary audit if ≥2 of 3). Default is limited audit; opt-out possible if < 10 FTE and unanimous consent.
KAG (Limited Partnership with Shares) Ordinary or limited audit Same thresholds as AG.
Genossenschaft (Cooperative) Ordinary or limited audit Same thresholds as AG.
Stiftung (Foundation) Audit generally required Supervisory authority sets scope; small foundations may obtain limited audit or exemption.
Verein (Association) Audit required if large/commercial If commercially active and ≥2 of 3 thresholds met (as above) → ordinary audit; otherwise limited or none.
Zweigniederlassung (Swiss Branch of Foreign Co.) Depends on parent & activity Local bookkeeping; if the parent is subject to audit/publication at home, the branch follows those obligations in Switzerland.

Key audit criteria (Switzerland): ordinary audit if a company meets at least two of (revenue > CHF 40m; assets > CHF 20m; > 250 FTE). Default is limited audit; opt-out possible for entities with < 10 FTE and unanimous owners’ consent.

Special considerations:

  • Issuers listed on the SIX Swiss Exchange must undergo an ordinary audit and publish under SER, regardless of size.
  • Foundations/associations pursuing public interest or managing significant assets are subject to audit even if below commercial thresholds.

4. Local Stock Exchange and Financial Statements Publication

If listed, companies publish on the SIX Swiss Exchange under SIX Exchange Regulation: https://www.six-group.com  |  SER: https://www.ser-ag.com

5. Deadline for Submitting Financial Statements

  • Most entities (CO): FS prepared and presented to shareholders within 6 months after fiscal year-end (approval at AGM/GM).
  • Listed companies (SER): annual report published within 4 months after fiscal year-end.

6. Companies Submitting Partial Financial Statements

Micro-entities with annual revenue below CHF 500,000 may keep simplified accounts (cash-basis and statement of assets/liabilities). Small associations and foundations below thresholds may have simplified audit/exemptions per authority.

7. Consequences for Late Submission of Financial Statements

Failure to meet statutory preparation/approval or listing-rule publication deadlines can lead to:

  • Fines / administrative measures (e.g., SER sanctions; Commercial Register/authority orders), potentially up to CHF 10,000 in certain non-compliance cases.
  • Further legal actions, including court-ordered compliance or, in extreme cases, registry measures.

8. Requirements for Foreign-Owned Branches and Newly Established Companies

Foreign-owned Swiss branches follow Swiss bookkeeping rules and, where applicable, the parent’s audit/publication obligations. Newly established companies must prepare their first FS for the initial fiscal year and hold the first AGM/GM within 6 months of year-end; listed issuers publish within 4 months.

Sources

Source

Link
Swiss Code of Obligations (OR/CO) – Accounting & Auditing (Art. 957 ff.) fedlex.admin.ch
Auditors Oversight Act (RAG / Revisionsaufsichtsgesetz) fedlex.admin.ch
ZEFIX – Swiss Commercial Register Index zefix.ch
SIX Exchange Regulation – Reporting / Disclosure ser-ag.com
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