Content - Commercial register
The commercial register
What is the commercial register?
The commercial register (Handelsregister / HR) is an official register of various company types and provides information about trade name, purpose, liability, corporate bodies and representational powers of the registered companies.
The register contains, inter alia, information about the following company types:
- sole proprietorships (Einzelunternehmen)
- general partnerships (Kollektvigesellschaften)
- limited partnerships (Kommandigesellschaften)
- Aktiengesellschaften (corporations / public limited companies)
- corporation with unlimited partners (Kommanditaktiengesellschaften)
- Gesellschaften mit beschränkter Haftung (Limited Liability Companies)
- cooperatives (Genossenschaften)
- associations (Vereine)
- foundations (Stiftungen)
- investment companies with variable capital (SICAV)
- limited partnerships for collective investment
- investment companies with fixed capital (SICAF)
- public-law institutes
- branch offices
What does registration in the commercial register mean?
For some company types (e.g. Aktiengesellschaft, Gesellschaft mit beschränkter Haftung, cooperative, foundation) registration in the commercial register is a requirement for their existence. Other companies (e.g. sole proprietorship, general partnership, limited partnership, association, public-law institute) exist, in principle, irrespective of registration in the commercial register. They are, however, required to register upon initiation of business if they conduct trade, manufacturing or any other business in a commercial manner (Art. 934 para. 1 CO). In the case of sole proprietorships, Art. 36 HRegV (Commercial Register Ordinance) stipulates a gross annual turnover of at least CHF 100'000 as an additional requirement.
Which commercial registry office is responsible?
The commercial registers are managed at a cantonal level. Registration needs to be made in the commercial register of the canton in which the company has its headquarters. Potential branch offices need to be registered at the respective branch seat.
What is the procedure for registration in the commercial register?
Registration in the commercial register requires a written application form with certified signatures as well as supporting documents (which differ depending on legal form). The details specifying the registration procedure are set forth in the Swiss Code of Obligations (CO) and, in particular, in the Commercial Register Ordinance (HregV) (German).
Is information registered in the commercial register publicly available?
The information and registration documents of the commercial registers are publicly available. Commercial register extracts or copies of filed supporting documents can be requested against a fee. All new entries, changes and cancellations are also published in the Swiss Official Gazette of Commerce.
What does the Federal Commercial Registry Office (FCRO) do?
The Federal Commercial Registry Office in Berne keeps a central register of all business names registered in Switzerland (Zefix). This is where inquiries can be made to find out whether a business/trade name already exists in Switzerland.