New Swiss Law and its Impact on the Audit Opt-Out

Under Swiss law, companies are allowed to waive the requirement for a limited audit of their annual financial statements, provided certain conditions are met, notably, that the company has fewer than ten full-time employees on average annually, and that all shareholders consent to the waiver. This exemption is commonly referred to as opting out.

Key changes and requirements

Effective 1 January 2025, Swiss companies are no longer permitted to opt out of limited audits for the current financial year or retroactively for a previous year, even if the financial statements have not yet been approved. This means that companies intending to waive the limited audit must file an opt-out declaration before the start of the financial year. For example, to apply the waiver for the 2026 financial year, the declaration must be submitted by 31 December 2025.

Consequences of non-compliance

A late filing of an opt-out declaration or renewal may be rejected by the Commercial Registry Office. A rejection would imply that the audit will have to be carried out for the particular financial year, unless an exceptional approval has been granted.

How can we help?

Computershare’s Global Entity Compliance team of professionals can support you on the opt-out declaration and annual renewal process.

Contact:

Please contact your dedicated Computershare Relationship Manager or send an email to #glcgsgecnetworkmanagement@computershare.com for more information about how Computershare may assist you in responding to these new requirements.

This notice is provided by Computershare for general informational purposes only and is not intended and should not be construed as legal, regulatory, financial or tax advice. Computershare is not licensed or authorized to practice law in any jurisdictions and hence does not provide any legal advice and it does not hold itself out as doing so. Neither Computershare nor any of its affiliates or contributors accept any responsibility or liability for the quality, accuracy or completeness of any information contained in this notice. It is important that you seek independent professional advice relating to the subject matter of this notice before relying on it.