Audit Requirement in Switzerland: What Swiss LLCs and Ltds Need to Know

If you run a Swiss LLC (GmbH) or Ltd (AG), you will eventually come across the topic of audit requirements.

Many companies ask themselves:

  • Does my company actually need an audit?
  • What is the difference between a limited and an ordinary audit?
  • When is opting out possible?
  • And how are these changes registered with the Commercial Register?

The good news is that for many SMEs, the process is simpler than expected. In this article, we explain the key aspects of Swiss audit requirements in a clear and practical way.

What Does Audit Mean?

An audit is the legally required review of a company’s annual financial statements by an independent audit firm.

The audit verifies whether:

  • the accounting has been properly maintained
  • the annual accounts comply with legal requirements
  • the balance sheet and profit and loss statement are complete and plausible

Audits primarily protect:

  • shareholders
  • creditors
  • investors
  • business partners

Different rules apply depending on the size and structure of the company.

Which Companies Are Subject to Audit Requirements?

As a general rule:

  • Swiss LLCs and Ltds are subject to audit requirements
  • Associations and foundations may also be required to undergo an audit
  • Sole proprietorships and partnerships are generally not subject to mandatory audits

However, many SMEs are eligible for what is known as an opting-out.

Limited Audit vs Ordinary Audit

In Switzerland, there are two types of audits.

Limited Audit

The limited audit is the standard solution for most SMEs.

The audit firm reviews:

  • the annual financial statements
  • accounting records
  • profit allocation

The review is less extensive than an ordinary audit and, therefore, more cost-efficient.

Ordinary Audit

An ordinary audit is required if a company exceeds at least two of the following thresholds during two consecutive financial years:

  • balance sheet total of CHF 20 million
  • turnover of CHF 40 million
  • 250 full-time employees on an annual average

An ordinary audit is significantly more comprehensive and subject to stricter requirements.

When Is Opting Out Possible?

Many small companies can waive the audit entirely.

An opting-out is possible if:

  • the company is not subject to an ordinary audit
  • the company has fewer than 10 full-time employees on an annual average
  • all shareholders agree to waive the audit

The opting-out must be formally approved and registered with the Commercial Register.

Appointing or Removing an Audit Firm

If your company is subject to audit requirements, an audit firm must be registered with the Commercial Register.

If you want to:

  • appoint a new audit firm
  • change the existing audit firm
  • register an opting-out
  • or remove an audit firm

The change must be correctly submitted to the relevant Commercial Register authority.

Requirements may vary slightly depending on the canton.

Which Documents Are Required?

Depending on the type of change, the following documents may be required:

  • shareholders’ or general meeting minutes
  • waiver declarations from shareholders
  • SME declaration for the opting-out
  • acceptance declaration from the audit firm
  • Commercial Register application forms

Incorrect or incomplete submissions can lead to delays.

Manage Audit-Related Commercial Register Changes Online with Hoop

With Hoop, you can prepare and submit Commercial Register changes fully online.

Whether you need to:

  • register an opting-out
  • change your audit firm
  • remove an audit firm
  • or manage other changes to your LLC or Ltd

Hoop guides you step by step through the process.

Your advantages with Hoop

  • fully online process
  • fast and efficient
  • legally compliant document preparation
  • transparent pricing
  • personal support whenever needed

This allows you to save time and reduce administrative effort.

Good to Know

Is every Swiss GmbH required to have an audit?

Not necessarily. Small companies can often waive the audit through an opt-out if they meet the legal requirements.

Can a company choose to keep an audit voluntarily?

Yes. Even if opting out is possible, shareholders may still decide to appoint an audit firm voluntarily.

What happens if the company grows?

If a company exceeds the legal thresholds or no longer qualifies for an opting-out, an audit becomes mandatory again.

Does the Commercial Register need to be updated?

Yes. Any change related to the audit firm or opting out must be officially registered with the Commercial Register.

Are the requirements the same in every canton?

The legal framework is the same across Switzerland, but administrative procedures and processing times may differ slightly depending on the canton.

Conclusion

Audit requirements are an important administrative topic for Swiss LLCs and Ltds. At the same time, many SMEs can benefit from practical solutions such as opting out.

What matters most is ensuring that all decisions and Commercial Register filings are handled correctly.

With Hoop, you can manage audit-related Commercial Register changes simply, digitally, and efficiently, from registering an opt-out to changing or removing an audit firm.

Start your mutation online with Hoop and reduce the administrative effort for your company.

This blog article does not constitute legal advice, it is made available “as is” and makes no claim to completeness or accuracy. Hoop makes no warranty or liability as to its content. This is excluded to the extent permitted by law. Use is at your own risk. Legal advice is recommended if necessary.