Company law and the commercial register

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Swiss company law has gradually made room for English. The revision of accounting law that entered into force on 1 January 2013 allows companies to keep their accounts and to prepare their annual reports in English, in addition to the national languages.¹ Board minutes and resolutions can be drafted in English. Many international companies in Zug keep all their internal documents in English. The general meeting can be held in English if the shareholders agree.

The commercial register, however, remains a German-language institution in the canton of Zug. The articles of association and other documents filed with the register are normally in an official language of the canton. The Commercial Register Ordinance allows the register office to require a translation of documents in another language where this is needed for its examination or for inspection by third parties, and some registers accept English documents in certain cases.² The register entry itself, including the company's purpose, is in German. International companies whose articles are drafted in English therefore keep two versions, with the German version filed with the register and usually designated as prevailing.

The company name can be in English. Many Zug companies have English names, which the commercial register accepts if they comply with the rules on company names. The purpose of the company, as entered in the register, must be described in German. For the crypto foundations and holding companies that make up a large part of the register, this means that their activities are described in German terms that are sometimes difficult to reconcile with the English terminology of their industry. The register has developed standard formulations for common activities, such as the holding of participations or the development of blockchain technology.

Notes

Art. 958d para. 4 OR ("Die Rechnungslegung erfolgt in einer der Landessprachen oder in Englisch"), text on gesetzestexte.help.ch and droit-bilingue.ch; introduced by the amendment of the Code of Obligations of 23 December 2011 on accounting law (AS 2012, eskript.ius.unibas.ch), in force 1 January 2013 (e.g. Run my Accounts, "Neues Rechnungslegungsgesetz ab 1.1.2013", runmyaccounts.ch, search result only). The provision predates the company law revision of 2023. ↩
Handelsregisterverordnung (HRegV) of 17 October 2007, Art. 20 ("Inhalt, Form und Sprache"), text on droit-bilingue.ch: if documents are submitted in a language that is not an official language of the canton, the commercial register office may require a translation where this is necessary for the examination or for inspection by third parties; the office may designate the translator, and the translation counts as a supporting document. The practice of the Zug register is not covered by this source. ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

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Dr Alexander Ressos, TEP

Rechtsanwalt/Attorney-at-Law

I am a Swiss attorney-at-law and also admitted as a solicitor in Hong Kong and in England & Wales, with almost 25 years of experience.

Together with my multilingual team, including Chinese, Japanese, Korean, Russian, Ukrainian and French native speakers, I advise companies and their owners from around the world on the full range of banking, corporate, commercial and tax law matters in Switzerland, including international tax planning, fiduciary services, and legal family office services including immigration & relocation or real estate investments. My practice has a particular focus on clients from growth and frontier markets in Greater China, Central Asia and the Caucasus, the rest of Asia, the Middle East, Africa and Latin America, and I equally advise clients from Europe and North America. Through an affiliated Swiss trust company, we also take care of the incorporation and ongoing administration of their companies and other structures, including accounting, tax returns and corporate secretarial services, and I serve as a professional director where required. With the support of a network of first-class cooperation partners, I also implement solutions worldwide.

My approach is to act as a trusted advisor who works directly with decision-makers, on an equal footing: I start from what you want to achieve and shape every structure, contract and tax decision around your commercial goals and how it improves your after-tax return. As “lawyers who make it happen”, my team and I stay involved until your company is set up, your structure is in place and your transaction has closed, and we remain available for any follow-on work that may be required. You benefit from bespoke solutions and personal attention, and sound, friendly and practical advice. We are not the lowest-cost provider in the market, nor do we intend to be; our aim is to deliver well-founded, proper solutions and excellent value for money.

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Company law and the commercial register

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