With the adoption of the Federal Act on the Transparency of Legal Entities and the Identification of Beneficial Owners (TJPG) in September 2025, Switzerland is creating a central transparency instrument in the fight against money laundering, terrorist financing and organized crime. The new transparency register will be an electronic register containing information on the beneficial owner(s) of legal entities. Its purpose is to disclose the actual control structures behind legal entities and thereby reduce financial crime. The law is expected to enter into force in autumn 2026. This creates a concrete need for action for many companies. The following article summarizes the key points, with a focus on reporting obligations, access to the register and preparation.
Who is subject to the reporting obligation?
The reporting obligation is linked to the legal form or the connection to Switzerland. It applies to:
Foreign legal entities with a branch in Switzerland, actual administration in Switzerland or real estate in Switzerland
In particular, the following are not subject to the reporting obligation:
Companies listed, in whole or in part, on a stock exchange
Subsidiaries of which more than 75 per cent are held by a company listed, in whole or in part, on a stock exchange
Pension institutions
Legal entities predominantly held by the state
Foundations
Associations
Sole proprietorships
Who qualifies as a beneficial owner?
A beneficial owner is any individual who ultimately controls a company, through a participation of at least 25% of the capital or voting rights, or through control by other means (for example, contractual rights of influence). Control may be exercised directly or indirectly, individually or jointly. In complex ownership structures, it is therefore necessary to trace the entire chain of control. In case of trusts, various groups of individuals qualify as beneficial owners, for example the settler, the trustee or the beneficiary. If no individual can be identified, the most senior member of the governing body is deemed to be the beneficial owner on a subsidiary basis.
There is still a need for further clarification, particularly with regard to alternative forms of control (for example, veto rights). Additional clarity is expected from the ordinance to the TJPG, the consultation on which was completed at the end of January 2026. The final text of the ordinance, including the date on which the TJPG will enter into force, is expected before the summer recess.
What obligations do reporting companies have?
1. Identification and verification
Companies must identify their beneficial owners and determine the nature of their control. For this purpose, the company needs to obtain suitable supporting documents (for example, proof of shareholding or contracts). If the beneficial owner cannot be identified or the control cannot be satisfactorily verified, the company needs to document the efforts taken in this regard.
2. Documentation
The information collected on a beneficial owner must be documented, continuously updated, and be accessible in Switzerland at all times. The retention period is 10 years after an individual ceases to qualify as a beneficial owner.
3. Notification to the transparency register
Companies must report to the register, for each beneficial owner, the last name, first name, date of birth, nationality, place and country of residence, as well as the nature and extent of control. Notifications to the transparency register, amendments, deletion of an entry and the issuance of a confirmation of registration are free of charge. However, reminders, requests and formal decisions issued by the register authority (FOJ / BJ) or the supervisory body (SFAO / EFK) as well as the issuance of an extract from the register are subject to a fee.
Notifications will primarily be made electronically via the platform EasyGov. The operational start is planned in autumn 2026 together with the law’s entry into force. Authorities recommend registering on the platform now in order to prepare for later. An AGOV login is required for registration on EasyGov. If all beneficial owners are already entered in the commercial register as shareholders or directors of the company, notification of the beneficial owners may also be made to the commercial register. The most senior member of the governing body (for example, the chair of the board of directors) is responsible for the notification to the transparency register, even if the operational implementation is delegated.
By when must the notification be made?
Existing companies must make the initial notification of their beneficial owners, depending on their legal form and audit requirement, within three to six months after the TJPG enters into force, but in any case, within one month after the first change to their commercial register entry since the TJPG entered into force. If all beneficial owners are entered into the commercial register, a longer period of two years applies. Subsequent changes to the information included in the transparency register must be notified within one month.
What obligations do shareholders, partners and the beneficial owner have?
Shareholders or partners who, by virtue of their ownership, can control the company or who qualify as beneficial owners must report their notifiable information to the company and provide the necessary supporting documents. Any change to that information must be communicated to the company within one month from the time it becomes known. The beneficial owner and the individuals involved in the chain of control must cooperate in the verification of the identity and of the chain of control by providing the company, the shareholders or the partners with the required information and supporting documents.
What are the consequences of violations or inaction?
The TJPG provides for significant penalties. Intentional breaches may result in fines of up to CHF 500,000. In addition, in the event of repeated breaches, the supervisory body may suspend the participation and ownership rights of the relevant shareholder or partner. In certain circumstances, the supervisory body may even order the dissolution and liquidation of the legal entity or the deletion of a branch from the commercial register.
Who has access to the transparency register?
The transparency register is not public. Companies themselves do not have direct access to other entries but may request confirmations of their own registration and extracts from the register. Access is granted to criminal prosecution and administrative authorities, tax authorities and the Money Laundering Reporting Office, as well as to financial intermediaries and advisers subject to the Anti-Money Laundering Act (for example, banks, asset managers and, in some cases, lawyers) within the scope of their due diligence obligations.
If a financial intermediary identifies a discrepancy between the information on a company’s beneficial owner according to the transparency register and the information on the beneficial owner of the same company available to the financial intermediary, the financial intermediary must report that discrepancy to the transparency register.
How should companies prepare?
Early preparation is advisable. In practice, this includes a detailed analysis of the ownership and control structure, obtaining the relevant supporting documentation, and identifying all beneficial owners. Especially in complex structures (for example, international groups, joint ventures or fiduciary arrangements), the effort involved can be considerable. It is also worthwhile to clarify internally who is responsible for compliance with the new obligations. Finally, registration on EasyGov is already recommended now.
The specific design of numerous detailed issues, such as the determination of beneficial owners in cases of control by other means or the precise evidentiary requirements, will be addressed in the still pending ordinance. Following the EU, the transparency register will now also bring disclosure of beneficial owners to Switzerland. Even though the register is not public, the law gives very short transitional periods and violations of the new law are associated with comparatively high penalty risks. For many companies, it is therefore advisable not to wait until the law enters into force, but to start preparing in a structured manner already now.
