Report to the transparency register – who bears responsibility and what a request from the authorities means

With the Federal Act on the Transparency of Legal Entities and the Identification of Beneficial Owners (LETA) entering into force on 1 October 2026, non-listed Swiss companies limited by shares, limited liability companies, cooperatives and other legal entities must report their beneficial owners to the transparency register. For many boards of directors and executive management teams, this raises a very practical question: will companies be actively reminded by the authorities that a report is due, or does the responsibility lie entirely with the company from the outset? And what happens if a reporting deadline is nevertheless missed? This article explains the situations in which a company may actually receive a formal request from the authorities, the costs involved and the consequences of failing to respond.

Table of contents

Who bears the reporting obligation to the transparency register

Whether and how the authorities proactively inform companies

If the authority sends a request, you have already missed something…

What a request or reminder costs

What happens if the reporting deadline is missed

Conclusion

Who bears the reporting obligation to the transparency register

LETA follows the principle of self-declaration. The legal entity itself – i.e. the company or other legal entity concerned – is responsible for identifying its beneficial owners as well as the nature and extent of their control and reporting this information to the transparency register. Following registration in the Commercial Register or, in the case of legal entities under foreign law, once they become subject to the Act, the legal entity has one month to do so. Changes to information already reported must be reported within the same period.

For companies that were already registered in the Commercial Register before the Act entered into force, staggered transitional periods of up to six months apply. A longer period of two years applies to legal entities whose beneficial owners are all already entered in the Commercial Register because they are considered to present a lower risk (Art. 58 LETA). These deadlines are deliberately structured so that companies with a simple, transparent structure have more time than those with more complex ownership structures.

Whether and how the authorities proactively inform companies

The Act does not provide for a comprehensive, automatic invitation to all companies concerned. However, there is a targeted mechanism during the transitional period. If a company changes its Commercial Register entry for the first time after the Act enters into force and before the transitional period has expired, the competent cantonal commercial register office will use this opportunity to draw the company’s attention to its new reporting obligation to the transparency register. The commercial register office will then inform the authority maintaining the register of the amendment so that it can monitor compliance with the deadlines (Art. 52 LETA).

This information is therefore linked to a specific change in the Commercial Register rather than to a fixed reference date. A company that does not make any amendment to its Commercial Register entry throughout the transitional period will not receive a notice in this way and nevertheless remains obliged to submit its report on time. For companies newly incorporated only after the Act enters into force, the reporting obligation arises automatically upon registration in the Commercial Register, without any separate request being required. In every case, the company itself is responsible for knowing and meeting its own deadline.

If the authority sends a request, you have already missed something…

This one-off information during the transitional period must be distinguished from the actual request provided for by the Act for the ordinary operation of the transparency register. The authority maintaining the register continuously checks whether legal entities subject to the Act have actually submitted the required reports. If it finds that a report is missing, incomplete or contains manifestly incorrect information, it requests the company concerned to submit, complete or correct the report and sets an appropriate deadline for doing so. It expressly points out the consequences of non-compliance (Art. 33 para. 3 LETA).

In practice, such a request arises in particular in the following situations.

• The company has not submitted any report even though the deadline has expired.
• The submitted report is incomplete, for example because information on a beneficial owner is missing.
• The report contains manifestly incorrect information, for example where a person reported as a beneficial owner of a single-member company limited by shares is not even registered as a member of the board of directors.
• An existing entry subsequently becomes manifestly incorrect, for example following a transfer of ownership interests, a death or a change of residence.
• As part of its preliminary review, the control authority identifies incorrect information and reports this to the authority maintaining the register, which then requests the company to make the correction.

If the original report was submitted via the electronic platform using the electronic interface to the transparency register, the request may also be issued through this channel. In all other cases, it is served in writing.

What a request or reminder costs

Registration in the transparency register itself, confirmation of registration and access by authorised persons are free of charge (Art. 41 para. 1 LETA). The situation is different as soon as the authority maintaining the register has to take action because a company has not correctly fulfilled its obligations on its own initiative. Reminders, requests and formal decisions are subject to fees (Art. 41 para. 2 LETA).

The fee is calculated based on the actual time spent by the responsible personnel. Depending on the expertise required, an hourly rate of CHF 100 to CHF 150 applies (Art. 68 paras. 1 and 2 LETO). In cases involving an exceptional amount of work, particular difficulty or urgency, the authority may levy a surcharge of up to 50 percent on the ordinary fee (Art. 68 para. 4 LETO). A flat fee of CHF 40 also applies for issuing a register extract (Art. 68 para. 3 LETO). These costs arise only if a company fails to submit its report correctly and on time on its own initiative. A company that keeps track of its deadlines pays nothing for the maintenance of its entry in the transparency register.

What happens if the reporting deadline is missed

If a company still fails to respond within the deadline set in the request, the authority maintaining the register may enter it in the transparency register ex officio (Art. 33 para. 4 LETA). Since the authority does not have the necessary information on the beneficial owner in this case, it cannot identify that person itself. The result is an annotation in the legal entity’s entry indicating doubts as to the correctness, completeness or currency of the information (Art. 34 para. 1 let. b and para. 2 LETA). The company is informed of this annotation (Art. 34 para. 3 LETA).

Such an annotation can have practical consequences. Financial intermediaries that consult the transparency register as part of their due diligence obligations will see the annotation and may conclude that the information on the beneficial owner could not be reliably verified. This may lead to additional questions in the context of the company’s banking relationship, even though the annotation alone does not yet constitute an appealable formal decision.

Anyone who intentionally breaches the reporting obligation also risks a fine of up to CHF 500,000 (Art. 43 LETA). If a company fails to comply with a final and binding formal decision of the control authority despite having been expressly informed of the criminal consequences, fines of up to CHF 100,000 may be imposed (Art. 44 LETA). Only intentional conduct is punishable; mere negligence is not sufficient. However, anyone who knowingly accepts the risk of breaching their identification and reporting obligations already meets the requirements of conditional intent and thus the elements of the offence.

Conclusion

There is no general, automatic invitation from the authorities in connection with the transparency register. During the transitional period, the commercial register office informs a company once if the company is making an amendment to its Commercial Register entry anyway. Outside this situation, and for newly incorporated companies, responsibility lies entirely with the company from the outset. A formal request from the authority maintaining the register is only issued if a report has been missed, is incomplete or contains manifestly incorrect information. Such a request is subject to a fee; an unanswered request can result in an ex officio entry with an annotation in the register; and an intentional breach of obligations may additionally be punished by a fine. Companies are therefore well advised to keep track of their reporting deadlines themselves rather than waiting for a reminder from the authorities.

If you want to ensure that your company’s report to the transparency register is submitted on time, is complete and does not result in unnecessary costs or annotations, a structured process is preferable to Excel lists and manual deadline monitoring. Konsento’s Transparency Register Assistant guides you step by step through the identification of your beneficial owners and the reporting process, so that you avoid ending up in a situation where the authorities have to issue a request in the first place.

You can use our free Deadline Check to find out which transitional period applies to your company for reporting its beneficial owners.