What is the SHAB?
The SHAB is the official electronic publication organ for official information, legally prescribed announcements as well as company advertisements and notices on trade, commerce and industry (Art. 1 SHAB-Verordnung).
For founders, one function in particular is important. Entries in the commercial register are published electronically in the SHAB and become effective upon this publication (Art. 936a Abs. 1 OR). This concerns, for example, new formations, changes to the company name, relocations of the registered office, new signature authorizations or deletions.
The SHAB is therefore not simply a news site about companies. It is an official publication organ with legal significance. Anyone who works with companies can find information there about facts that have been made public. Conversely, founders must know that certain information becomes publicly visible after registration.
Why does a company formation appear in the SHAB?
A company formation appears in the SHAB because commercial register entries must be made public. The commercial register is intended to make business transactions transparent. Anyone who enters into contracts with a company should be able to check whether it exists, where it has its registered office and who is authorized to sign on its behalf.
To put it simply, the process is as follows: The application is submitted to the competent cantonal commercial register office. Thereafter, the Federal Office for the Commercial Register examines the entry and approves it if the legal requirements are met. It then transmits the approved entry electronically to the SHAB (Art. 32 Abs. 1 HRegV and Art. 32 Abs. 4 HRegV).
The publication itself takes place electronically. The Federal Office for the Commercial Register assigns a notification number to each entry and determines the date of publication (Art. 35 Abs. 1 HRegV and Art. 35 Abs. 2 HRegV).
For you as a founder, this means: You do not publish the commercial register notification yourself. The publication follows from the register procedure. However, it is important that the information you submit is correct, because it will appear publicly later and will be used in business transactions.
When does the commercial register entry become effective?
A commercial register entry becomes effective upon publication in the SHAB (Art. 936a Abs. 1 OR). This is particularly relevant for founders because some time can pass between application, approval and publication.
In the case of capital companies, another important point is added. A stock corporation only acquires its legal personality upon entry in the commercial register (Art. 643 Abs. 1 OR). Correspondingly, for the LLC, it applies that it acquires its legal personality upon entry in the commercial register (Art. 779 Abs. 1 OR).
In practice, one should therefore handle terms such as «founded», «registered» or «published» carefully. The notarized formation, the application to the commercial register, the registration and the publication are not the same. For the public effect towards third parties, the publication in the SHAB is particularly important.
Upon request, the cantonal commercial register office will point out that the registration only becomes effective upon electronic publication in the SHAB (Art. 34 HRegV). Especially if you want to sign contracts, finally activate a bank account or inform business partners shortly after the formation, it is worth taking a look at the status of the publication.
What information is published?
Upon formation, the essential commercial register data is typically published. Depending on the legal form, this includes in particular company name, registered office, legal form, purpose, capital details as well as persons with signature authorization. Which details appear in the individual case depends on the legal form and the concrete entry.
For founders, it is important that published commercial register facts are taken seriously legally. If a fact has been entered into the commercial register, basically no one can object that they did not know it (Art. 936b Abs. 1 OR). This is called positive publicity effect. Simply put, this means: What is correctly registered and published is deemed to be known in business transactions.
Conversely, the law also protects third parties if a fact subject to registration was not registered. Such an unregistered fact can only be invoked against a third party if it is proven that they knew it (Art. 936b Abs. 2 OR).
This shows why commercial register data must be neatly maintained. If, for example, a person is no longer authorized to sign, the modification should not be postponed unnecessarily. As long as the public register status is not adjusted, this can lead to misunderstandings and risks in business transactions.
How often is the SHAB published?
The SHAB is generally published from Monday to Friday and bears the date of publication (Art. 6 Abs. 1 SHAB-Verordnung). It is not published on certain public holidays. These include New Year, Berchtoldstag, Good Friday, Easter Monday, Ascension, Whit Monday, National Day, Christmas and St. Stephen's Day (Art. 6 Abs. 2 SHAB-Verordnung).
For founders, this publication rhythm can be practically important. Anyone planning a specific formation week, preparing communication or coordinating with investors, banks or business partners should not only keep an eye on the date of the notarized formation. The decisive factor is also when the commercial register entry is approved and published.
A SHAB notification can also be searched for later again. SECO publishes the SHAB on the Internet and provides access aids that enable a selective search by categories and individual notifications (Art. 11 Abs. 1 SHAB-Verordnung and Art. 11 Abs. 4 SHAB-Verordnung). Depending on the notification, search periods may be restricted due to personal data (Art. 11 Abs. 3 SHAB-Verordnung).
Do I as a founder have to organize a SHAB publication myself?
For normal commercial register entries, you do not have to organize the SHAB publication separately yourself. You submit the commercial register application with the required supporting documents to the competent commercial register office. The subsequent electronic publication runs through the register procedure.
The notifications to be made public in the SHAB are delivered electronically to SECO (Art. 10 Abs. 1 SHAB-Verordnung). The reporting offices are responsible for the content of the notifications and the correct category (Art. 10 Abs. 3 SHAB-Verordnung).
Something else applies if you wish to publish voluntary company advertisements or other special announcements. The SHAB can also accept company advertisements (Art. 1 SHAB-Verordnung). For the classic formation of a sole proprietorship, LLC or stock corporation, however, the commercial register publication is in the foreground.
How much does publication in the SHAB cost?
In the case of a legally prescribed commercial register entry, you do not normally have to pay for the SHAB publication separately. The publication is part of the commercial register procedure. The Commercial Register of Lucerne explicitly points out in this regard that only the legally prescribed commercial register entry with the official commercial register is mandatory and the fee invoice covers all costs including publication (Handelsregister Luzern, Aktuelles).
For founders, it is therefore more important to keep an eye on the general formation costs. Depending on the legal form, these include in particular notary costs, commercial register fees, any advisory costs and costs for additional documents such as certified extracts. If you receive invoices from private registers or directories after the SHAB publication, you should check carefully whether it really is an official obligation. Frequently, such offers are not part of the mandatory commercial register entry.
What should founders check after publication?
After publication, you should carefully check the SHAB notification and the commercial register extract. Particularly important are company name, registered office, purpose, capital, shareholder or organ details as well as signature authorizations.
The reason is simple: Published commercial register facts have a strong effect in business transactions. Anyone who does not know a registered fact cannot, in principle, rely on it (Art. 936b Abs. 1 OR). Therefore, errors should be corrected quickly.
Pay particular attention to whether the company name is spelled correctly, whether the address is correct, whether all persons authorized to sign are correctly listed, whether the type of signature is correct and whether the purpose corresponds to what was intended in the articles of association or in the application.
If something is not correct, you should quickly contact the commercial register office or your startup support team. The earlier an error is recognized, the easier it can usually be corrected.
Which SHAB notifications remain important for young companies?
The SHAB remains relevant even after the formation. Many subsequent changes also become visible via the commercial register and thus via the SHAB. This includes, for example, relocations of the registered office, changes to the company name, changes of purpose, changes in the board of directors or management, changes in signature authorizations and changes in capital.
This is particularly important for founders with growth prospects. As soon as new people join the company, investors become involved or organs change, a check should be made as to whether a mutation in the commercial register is necessary. If so, the change will again be published in the SHAB after approval.
The SHAB is also useful when checking business partners. Anyone who wants to check a new supplier, a customer or an investor can use public register information. This does not replace a complete due diligence, but it gives a first official overview of legally relevant company data.
Frequently asked questions about the SHAB
Is a SHAB publication the same as a commercial register extract?
No. The SHAB publication is the official publication of an entry or change. The commercial register extract shows the current register status of a legal entity. Both are related, but do not perform exactly the same function.
Can I prevent my formation from appearing in the SHAB?
If your formation is entered into the commercial register, the publication is basically part of the legal system. Entries in the commercial register are published electronically in the SHAB (Art. 936a Abs. 1 OR).
Does a sole proprietorship always have to appear in the SHAB?
A sole proprietorship appears in the SHAB if it is registered in the commercial register. A natural person must register their sole proprietorship if they run a business that generated sales revenue of at least CHF 100,000 in the last financial year, unless a legal exception applies (Art. 931 Abs. 1 OR). Sole proprietorships not subject to registration can register voluntarily (Art. 931 Abs. 3 OR).
Why is the SHAB publication legally so important?
Because commercial register entries become effective upon publication (Art. 936a Abs. 1 OR). Furthermore, basically no one can object that they did not know a registered fact (Art. 936b Abs. 1 OR). The SHAB thus creates transparency and legal certainty in business transactions.
Conclusion
For founders, the SHAB is much more than a formal publication. It makes commercial register entries publicly visible, triggers legal effects and ensures that important company data can be reliably found in business transactions.
Anyone who is founding a company should therefore understand when publication takes place, what information becomes visible and why correct commercial register data is so important. After foundation, a short check of the published notification is worthwhile. This way, you ensure that your company appears with the correct information in official business transactions right from the start.
