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A Certificate of Incumbency proves who holds official positions within your company - like board members, directors, and key officers. Swiss banks and business partners often request this document when you're opening accounts, signing contracts, or handling major transactions. It's similar to a Handelsregisterauszug (commercial registry excerpt) but carries extra weight internationally.

The certificate lists each person's name, role, and signing authority, complete with notarization to make it legally valid. For Swiss companies doing business abroad, it helps verify that the people signing documents actually have the power to do so. Most Swiss notaries can prepare these certificates, which typically remain valid for 3-6 months.

You need a Certificate of Incumbency when dealing with international business partners or financial institutions outside Switzerland. Banks commonly require it for opening foreign accounts or setting up international trading relationships. It's especially crucial when your company executives or authorized signatories change, as foreign partners need reliable proof of who can legally act on behalf of your Swiss entity.

The certificate becomes vital during major transactions like mergers, property deals, or when establishing subsidiaries abroad. Swiss companies expanding into markets like the US, UK, or Asia Pacific often need this document to demonstrate their officers' authority. Having it ready speeds up business processes and prevents delays in time-sensitive deals.

• Standard Certificate: The basic version lists current directors, officers, and their signing authorities - perfect for routine banking and business dealings.
• Enhanced Certificate: Includes historical data about position changes and term lengths, often needed for complex due diligence.
• Corporate Registry Version: Aligns closely with Swiss Commercial Registry details, featuring apostille certification for international use.
• Bank-Specific Format: Tailored to meet specific Swiss banking requirements, with detailed specimen signatures and authentication methods.
• Consolidated Group Certificate: Covers multiple related Swiss entities, useful for corporate groups with shared management structures.

• Corporate Officers: Request and sign Certificates of Incumbency to prove their authority when dealing with international partners.
• Swiss Notaries: Verify identities, prepare certificates, and provide official authentication required for international use.
• Banks: Request these certificates when opening accounts or establishing financial relationships with Swiss companies.
• Business Partners: Rely on certificates to confirm they're dealing with authorized representatives of Swiss entities.
• Company Secretaries: Maintain records and coordinate certificate updates when leadership changes occur.
• Legal Departments: Review and manage certificates for compliance with both Swiss and international requirements.

• Company Details: Gather current commercial registry extract, articles of association, and company identification number.
• Officer Information: Collect full names, positions, appointment dates, and signing authorities of all relevant executives.
• Signature Specimens: Obtain authenticated signatures from each listed officer or director.
• Board Resolutions: Prepare copies of relevant board decisions confirming appointments and authority levels.
• Notary Scheduling: Book an appointment with a Swiss notary for official verification and apostille.
• Document Format: Our platform generates precise, legally-compliant certificates tailored to Swiss requirements.
• Translation Needs: Consider if certified translations will be needed for target countries.

• Company Identification: Full legal name, Swiss commercial registry number, registered address, and incorporation date.
• Officer Details: Names, positions, appointment dates, and scope of authority for each listed individual.
• Authentication Section: Notary verification, stamps, and apostille certification for international use.
• Validity Period: Clear statement of certificate issue date and expiration timeline.
• Signature Block: Designated spaces for authorized signatories and notary validation.
• Corporate Structure: Brief outline of relevant organizational hierarchy and governance structure.
• Certification Statement: Official declaration confirming the accuracy of information as of the issue date.

A Certificate of Incumbency is often confused with a Board Resolution, but they serve distinct purposes in Swiss corporate governance. While both documents relate to company leadership, they function differently in business operations and legal contexts.

• Purpose: A Certificate of Incumbency proves who currently holds positions within your company, while a Board Resolution documents specific decisions made by the board.
• Timing and Duration: Certificates of Incumbency typically remain valid for 3-6 months and need regular updates, whereas Board Resolutions permanently record specific decisions at a point in time.
• International Use: Certificates of Incumbency are commonly required by foreign entities and banks, while Board Resolutions primarily serve internal governance needs.
• Content Focus: Incumbency certificates list officers and their authority levels, while resolutions detail specific corporate actions, approvals, or policy changes.
• Authentication Requirements: Certificates typically need notarization and apostille for international use; Board Resolutions usually only require internal signatures.