New Legal Entities Transparency Act to enter into force on 1 October 2026

The Legal Entities Transparency Act was adopted by the Swiss Parliament on 26 September 2025 (see our Insight of 10 October 2025) and has now been set to enter into force on 1 October 2026.

By way of reminder, LETA requires the following Swiss legal entities and foreign entities to register information on their UBOs with a central federal Transparency Register:

• Swiss legal entities: Swiss corporations (SA/AG), partnerships limited by shares (SCA/KommAG), limited liability companies (Sàrl/GmbH), cooperatives, investment companies with variable capital (SICAVs) or fixed capital (SICAFs), and limited partnerships for collective investments; and
• Foreign legal entities: those maintaining a registered branch in Switzerland, having their effective place of management in Switzerland, or owning or acquiring Swiss real estate.

With the entry into force of LETA on 1 October 2026, the transitional periods will begin to apply.

The table below summarises the key fixed transitional deadlines for registration of UBO information in the Transparency Register for existing in-scope legal entities:

In addition to the fixed transitional deadlines set out above, all Swiss legal entities are subject to a reduced "event-driven" deadline in case of change to their Commercial Register entry: Where a Swiss legal entity amends its Commercial Register entry on or after 1 October 2026, it must register its UBO information with the Transparency Register within one month of such amendment, but at the latest by the end of the fixed transitional deadline applicable to their category (as set out above).

Newly incorporated Swiss legal entities must register their UBO information within one month of registration in the Commercial Register. Likewise, a foreign entity newly falling within the scope of LETA must register its UBOs within one month of becoming subject to the regime.

Finally, any change affecting previously registered UBO information must be reported within one month of the legal entity becoming aware of it.

The new central federal Transparency Register will be maintained and administered electronically by the Federal Office of Justice (the "FOJ"). Filings may be made from 1 October 2026 via the online platform Easygov.swiss or in certain cases with the relevant Cantonal Commercial Register.

Registration on Easygov.swiss is already possible today, and entities are strongly encouraged to complete this step in advance of the entry into force of LETA. The registration process involves linking a personal AGOV account to the legal entity's tax identification number (UID), which triggers a validation process that typically takes a few days. As from 1 October 2026, once validation is completed, UBO filings may be submitted to the Transparency Register on behalf of the relevant entity. Similarly, searches and inquiries in the Transparency Register may be carried out on behalf of organisations holding access rights, such as Swiss authorities, financial intermediaries and advisers (see below).

The Transparency Register will not be publicly accessible. Access will be limited to categories of users designated under LETA/LETO, namely Swiss authorities, as well as Swiss financial intermediaries and advisers subject to AMLA, for the purposes of fulfilling their KYC and due diligence obligations.

Access will be granted via the EasyGov.swiss platform or through a dedicated secure electronic interface (API), subject to prior authorisation by the FOJ, to identified and individually authorised users within eligible organisations. Importantly, LETO further clarifies that where a financial intermediary or adviser delegates KYC and due diligence obligations to a third-party service provider, such provider may also be granted controlled access to the Transparency Register for the purposes of performing these delegated functions.

Following criticism raised during the consultation on the draft LETO, the final implementing ordinance narrows access rights in the interest of proportionality and strengthens the overall access control framework.

• First, only designated Swiss authorities are permitted to search the Transparency Register by reference to individuals. Financial intermediaries and advisers may search the Transparency Register in relation to registered entities, but do not have access to individual-level search functionality.
• Second, LETO requires the FOJ to implement systematic logging of all access and data transmissions, including user identity, date and time, access channel, and data consulted. These logs must be retained for a period of two years. The FOJ will also conduct periodic reviews of access patterns and may flag potential instances of non-compliant access, in particular where consultations by financial intermediaries or advisers fall outside their AML-related duties, or where authorities act outside their statutory mandate, especially in cases of repeated, unusual, or targeted access to the same individual or entity. Confirmed misuse may result in suspension and blocking of the user’s access rights.

Finally, financial intermediaries and Swiss authorities are also required to report certain discrepancies identified in the course of their consultation of the Transparency Register. In particular, where a discrepancy is identified between the information contained in the Transparency Register and the information held by the financial intermediary, and where such discrepancy may call into question the accuracy, completeness or currency of the UBO data, the financial intermediary must notify the FOJ.

This reporting obligation will apply with a six-month delay following the entry into force of LETA, i.e. from 1 April 2027.

The scope and mechanics of this obligation are further detailed in LETO, which notably sets out an exhaustive list of standardised grounds to be selected when submitting a discrepancy report. The ordinance further clarifies that the 30-day period within which financial intermediaries must notify discrepancies only starts to run once the financial intermediary has engaged with the client to address the discrepancy and either (i) the client fails to respond within a reasonable period granted to remedy the issue, or (ii) the response received does not resolve the discrepancy.

The Legal Entities Transparency Act will enter into force shortly. In view of the short transitional deadlines, in-scope legal entities should already be preparing for implementation rather than waiting for 1 October 2026.

The key preparatory steps are:

Swiss and foreign legal entities should first determine whether they fall within the scope of LETA and are therefore required to register their UBOs in the Transparency Register.

Where this is the case, entities should identify the applicable transitional deadline, which depends in particular on their legal form, audit regime, and whether their UBOs are already recorded in the Commercial Register as partners or members of the corporate body. In parallel, entities should assess whether any updates to their Commercial Register filings will likely occur during the transitional period, as this may accelerate their filing deadline (see above).

Legal entities should then proceed with the identification of their UBOs based on the definitions set out in LETA, as further specified in the final version of LETO published by the Federal Council on 12 June 2026.

For Swiss companies already subject to the obligation to maintain an internal register of beneficial owners under Article 697l of the Swiss Code of Obligations ("SCO"), reporting to the Transparency Register cannot consist of a mere reproduction of the information contained in that internal register. Indeed, the applicable identification criteria under LETA and LETO are not identical and require a separate legal assessment. The same principle applies to direct and indirect shareholders as well as the UBOs, all of whom may not assume that information previously disclosed to the company under the SCO regime is automatically sufficient for LETA purposes; where this is not the case, they remain required to provide updated or additional information as necessary to ensure compliance.

The final version of LETO contains a number of important clarifications in this respect, in particular regarding indirect control through ownership chains, as well as specific rules on the identification of UBOs where an in-scope legal entity is controlled by a Swiss foundation, association, pension institution or trust. The criteria for "control in any other manner" have also been further specified.

Finally, in-scope legal entities should identify and collect, in advance, all information required for reporting to the Transparency Register, both in relation to their UBOs and the ownership/control structure.

This will typically include identification data relating to UBOs (such as name and surname, date of birth, nationality and residential address) and, in cases of indirect ownership, information on the relevant control chain. LETO indeed requires disclosure of information relating to each intermediary entity in the ownership chain, including their corporate name, legal form, seat and, where available, Legal Entity Identifier.

In practice, this will require early coordination with both direct and indirect shareholders and UBOs in order to ensure timely collection and verification of the relevant information ahead of filing.