What Firmbase takes care of when the name changes
The company name is part of the articles of association. To change the name of a GmbH or AG, the members' meeting (GmbH) or the general meeting (AG) therefore resolves an amendment of the articles, which is publicly notarised and entered in the commercial register. In the standard case the meeting is held as a universal meeting: every member or shareholder is represented under a power of attorney that we prepare.
We check the new name for permissibility and availability, as we do for a formation. For the name we confirm to you as permissible, we guarantee the entry. We prepare the draft of the public deed, the new articles of association, the powers of attorney and the filing, organise and coordinate the notarisation and submit the name change to the commercial register office.
Process up to the commercial register entry
Record
Select the company and enter the new company name
- Who
- You
Documents
We check the name and prepare the documents
- Who
- Firmbase
Sign
You sign the powers of attorney and the filing
- Who
- You
Notarisation
We organise and coordinate the notarisation with the notary
- Who
- Firmbase
Entry
Filing with the commercial register office, entry and publication in the SOGC
- Who
- Firmbase, commercial register office
Requirements for the new company name
A GmbH or AG is free to choose its name, provided it complies with the company naming rules. We focus on the following points:
- The name contains the legal form, that is “GmbH” or “AG”, or its designation in another national language, such as “Sàrl” or “SA”.
- It differs clearly from all company names of commercial companies and cooperatives already registered in Switzerland.
- It is truthful and must not mislead.
- A pure industry term such as “Schreinerei GmbH” (joinery) is not enough; with a distinguishing addition, such as “Schreinerei Muster GmbH”, it is permissible.
- The name of a country, canton or place must not be its only element. The company may use the name of a municipality if it has its seat there; names of mountains, rivers or lakes may be used freely.
Company name, purpose and seat
If the new name refers to an activity, a product or a service, the business purpose in the articles must cover it. The commercial register office reviews this relationship again with every change of name or purpose. If the existing purpose does not cover the new name, we word the purpose so that the two fit together and amend it in the same deed; the price stays the same.
If the name contains a municipality, it must match the seat. If the company relocates its seat to another municipality, the place name in the company name is adapted or supplemented with the new seat; both belong in the same deed. More on this under relocation of the seat.
Company name in several languages
The company name can additionally be registered in other languages, for example in French or English. Each version stands in brackets after the name and must match it in content: “Muster Uhrenfabrik AG (Muster Watch Factory Ltd)” is permissible, “Muster Uhrenfabrik AG (Muster Watch Ltd)” is not. Personal names and invented names are not translated. The legal form must be stated in a national language; an English legal form such as “Ltd” or “LLC” is only possible as part of a translation.
Adding or removing a language version is also an amendment of the articles. You enter the versions you want together with the new name; we check them and include them in the same deed.
Scope of services and price
| Service | Price excl. VAT |
|---|---|
| Company name changeprice per notarial deed | |
| Change of the company name | CHF 497 |
All prices excl. VAT.
Several changes in one order. Whatever belongs in the same deed is charged once, including a change that would not need a notary on its own: if you change the company name and at the same time appoint a new managing director, you pay CHF 497 excl. VAT once. The exceptions are the capital increase, whose price includes the other changes in the same deed, and the transfer of GmbH shares, which is added to the price of the other changes. All changes and their prices are listed under Company changes.
- Check of the new name for permissibility and availability
- Draft of the public deed, new articles of association, powers of attorney and filing
- Organisation and coordination of the notarisation, notary fees
- Submission to the commercial register office
- Free advice and professional support
- Commercial register office fees
- Bank fees
- Certification of signatures
- Cost of an audit confirmation where the law requires one, for example for a contribution in kind
For the name we confirm to you as permissible, we guarantee the entry in the commercial register. If the office rejects the filing, we correct the documents free of charge, with a supplementary notarisation if necessary.
Frequently asked questions
Yes. The members' meeting resolves an amendment of the articles with the new name, which is publicly notarised and entered in the commercial register. For an AG the general meeting resolves the amendment; the procedure is the same.
Zefix shows the companies entered in the commercial register, but the information there has no legal effect. In addition, the new name must differ clearly from all company names of commercial companies and cooperatives registered in Switzerland and follow the other principles for forming company names. We therefore check the name for permissibility and availability as we do for a formation, and guarantee the entry for the name we confirm to you as permissible.
No. The entry in the commercial register does not automatically protect the company name as a trademark. If the name is also to identify products or services, that is a separate question of trademark law; our check concerns the entry in the commercial register. Conversely, the commercial register office only checks whether an identical company name is already registered. If an older company name or a registered trademark is similar to your new name, its holder can ask a court to stop you using it; a similarity search before the change reduces this risk.
The new name takes effect when it is published in the Swiss Official Gazette of Commerce (SOGC). From then on you state it in correspondence, on invoices and in announcements in full and unchanged, exactly as it is entered in the commercial register; you may use logos and short names in addition. The company identification number (UID) stays the same because it identifies the company permanently. The company remains the same legal entity; existing contracts continue to apply and do not have to be concluded again.
