Friday, November 8, 2019
Switzerland has published guidance, in German, French, and Italian, on changes to domestic law to adopt the recommendations of the Global Forum on Transparency and Exchange of Information for Tax Purposes.
The legislative changes entered into force on November 1, 2019. They include that the issuance of bearer shares will be permitted only if a company has equity securities listed on a stock exchange or its shares are structured as intermediated securities. Impermissible bearer shares will be converted into registered shares by law on May 1, 2021.
Shareholders who have not complied with their reporting duty and whose shares have been converted may apply to the courts for entry in the company's share register within five years of the act coming into force. Shares held by non-registered shareholders will become void on November 1, 2024.
Other changes are intended to ensure transparency concerning the beneficial owners of legal entities, including new penalties for non-compliance and record-keeping rules.
Legal entities headquartered abroad with effective administration in Switzerland are now obligated to keep a register of their owners at the effective place of administration.
The Swiss Government expects that around 57,000 companies will be affected by the changes.