Why an SME may want to change the year-end date
For Swiss corporations — GmbH and AG — the financial year normally lasts twelve months and ends on 31 December, unless the articles of association provide otherwise. However, many SMEs operate on economic cycles that do not align with the calendar year: seasonal activities, projects with revenue peaks in certain quarters, subsidiaries of foreign groups with different year-ends, or internal planning needs may make it advisable to align the accounting year-end with the actual operating calendar.
The change is not a simple calendar adjustment: it affects the articles of association, financial statements, tax returns, VAT periods, and reporting to banks or investors. A poorly managed transition creates inconsistent accounting periods, imbalances in multi-year comparisons, and delays in filings with the Federal Tax Administration (FTA) or the competent cantonal authority.
This guide sets out the current legal framework, obligations towards the commercial register, the consequences for VAT, and the accounting entries required to close the old financial year correctly and start the new one — with a practical focus on the needs of SMEs that use digital tools such as Accountex to keep deadlines and documentation under control.
Legal basis and corporate requirements
Federal corporate and accounting law governs the duration and closing of the financial year. For companies subject to ordinary or limited audit, the general rule is clear, but the first financial year or a modified financial year may involve exceptions that must be planned carefully.
| Aspect | Provision / practice | Practical implication |
|---|---|---|
| Standard duration | Articles of association + Art. 958 CO | 12-month financial year; year-end on 31 December unless the articles provide another date |
| Exceptional period | Articles of association + established practice | First financial year or transition year: as a rule, maximum 18 months (check any cantonal limits for sole proprietorships) |
| Amendment to articles | Art. 804 para. 2 no. 1 CO (GmbH) / Art. 698 para. 2 no. 1 CO (AG) + articles of association | New year-end date to be inserted in the articles of association by shareholders' meeting |
| Shareholders' resolution | Art. 804 et seq. CO (GmbH) / Art. 699 et seq. CO (AG) | Resolution on amendment of articles and effective date of the change |
| Commercial register | Art. 777 para. 2 CO (GmbH) / Art. 651 para. 2 CO (AG); ORC | Filing and registration of the amendment to the articles with the new year-end date |
| Accounting rules | Art. 957a–963b CO / Swiss GAAP FER | Balance sheet and income statement must cover the entire transition period |
| Audit | Art. 727 et seq. CO | The auditor also reviews a financial year of non-standard duration and compliance with the transition limit |
For sole proprietorships and general partnerships, the rules differ: the accounting year generally coincides with the calendar year for income tax purposes (Art. 79 DBG), unless the competent cantonal authority grants authorisation. SMEs structured as GmbH or AG, by contrast, follow the principle set out in the articles of association, provided they comply in established practice with the eighteen-month limit in the transition period.
Operational reasons and limits to consider
Before proceeding, it is worth checking whether the change responds to a concrete management need or risks unnecessarily complicating compliance and administrative costs.
Common reasons among SMEs
- Alignment with the seasonal sales peak (tourism, agriculture, construction)
- Consistency with a foreign parent company or group standards
- Separation between the operating season and financial statement preparation
- Easier budgeting and margin monitoring by natural quarter
- Post-acquisition integration or corporate reorganisation
Caution: it is not always worthwhile
- Notarial and publication costs for the amendment to the articles
- Irregular accounting period more costly to close and audit
- Recalculation of VAT and profit tax deadlines
- Possible contractual clauses with banks (covenants on reporting dates)
- Break in historical comparability in multi-year financial statements
Step-by-step procedure
Moving from the old to the new year-end date requires coordination between the shareholders' meeting, notary, commercial register, accounting department, and, where applicable, auditor and tax authorities. An orderly sequence reduces the risk of duplicate filings or uncovered periods.
- Preliminary analysis. Review the current articles of association, duration of the last closed financial year, ongoing VAT deadlines, and contractual commitments. Define the target date (e.g. 30 June or 31 March) and calculate the length of the transition period.
- Shareholders' meeting resolution. Members or shareholders approve the amendment of the articles and the new year-end date. The resolution states from which financial year the change takes effect and whether the next period will be shortened or extended (within 18 months).
- Notarial formalities and commercial register. For GmbH and AG, an amendment to the articles requires authenticated form. The notary files the deed with the commercial register office of the canton of registered office; the new date appears in the public extract.
- Notification to tax authorities. Inform the competent cantonal authority of the change in the accounting period for profit tax purposes. For VAT, the tax period generally remains the calendar year: verify the annual reconciliation under Art. 72 VAT Act within 240 days of the end of the accounting year.
- Accounting close of the transition period. Record all transactions up to the new year-end date, carry out pro rata temporis depreciation, provisions, and any value adjustments.
- Approval of financial statements. The shareholders' meeting approves the financial statements for the irregular period within six months of the year-end, as provided for in Art. 958 para. 3 CO.
- Start of the new financial year. Carry forward balance sheet balances, update the chart of accounts if necessary, and set the new reporting interval in the accounting software.
The accounting transition period
The technical core of the operation is the period between the last "old" close and the first "new" close. This interval may be shorter or longer than twelve months, but should not exceed eighteen months according to established practice.
Example A — shortening to 30 June: a GmbH with a 31 December year-end approves the move to 30 June. Financial year 2025 remains regular (01.01.2025–31.12.2025). The following period covers 01.01.2026 to 30.06.2026 (six months). From 01.07.2026, the first regular twelve-month financial year begins (until 30.06.2027).
Example B — extension to 31 March: after the close on 31.12.2025, the shareholders' meeting decides that the next financial statements will cover 01.01.2026 to 31.03.2027 (fifteen months, within the limit). From 01.04.2027, subsequent financial years will follow the April–March cycle.
Typical entries and adjustments
- Depreciation: pro rata calculation on a daily or monthly basis for the shortened or extended period
- Accruals and deferrals: update to the new year-end cut-off (rent, insurance, software subscriptions)
- Inventory: physical inventory if the new year-end coincides with the low operating season
- Deferred taxes: recalculation of temporary differences based on the actual period
- Multi-year comparisons: in the balance sheet and income statement, indicate that the period is not comparable with the previous financial year
Impact on VAT and direct taxes
The corporate accounting period and the VAT tax period do not automatically coincide: in Switzerland, the VAT tax period is generally the calendar year, regardless of the internal accounting year-end. The FTA determines the frequency of returns (quarterly, semi-annual, or annual) based on taxable turnover; from 1 January 2025, businesses with turnover of up to CHF 5,005,000 may voluntarily request annual reporting.
VAT — critical points
- Submit the annual VAT reconciliation (Art. 72 VAT Act) within 240 days of the end of the accounting year
- Check whether a corrective return is needed for partial periods or gaps identified at year-end
- Align invoices issued and received with the relevant VAT period (calendar year)
- Review the effective or flat-rate method and correct allocation
- Update deadlines in the tax calendar of the accounting system
Profit tax and income tax
- Taxable income corresponds to the result for the entire approved accounting period
- The irregular period is taxed on the actual profit for the period, not by a simple pro rata of tax rates
- Cantonal and municipal tax rates remain those of the company's registered office
- For individual shareholders, dividends and participation follow separate cantonal rules
- Document the rationale and shareholders' resolution in the tax file
Cantonal differences mainly affect filing deadlines and tax rates, not the ability to change the corporate year-end, which is uniform at federal level. If in doubt about the first return after the change, a written request to the competent cantonal authority before the year-end avoids subsequent disputes.
Financial statements, reporting, and audit
A financial year of irregular duration requires greater informational clarity towards shareholders, the auditor, and third parties. Swiss accounting rules (CO and Swiss GAAP FER) require that the financial statements faithfully reflect the financial position at the new year-end date.
| Document | Specific requirement |
|---|---|
| Balance sheet and income statement | Full coverage of the transition period; explanatory note on non-comparability |
| Management report | Rationale for the change and effects on results and liquidity |
| Proposal for appropriation of profit | Calculation based on the actual period; possible reserve for future regular periods |
| Auditor's report | Opinion also on periods shorter or longer than 12 months; verification of compliance with the 18-month limit |
| Publication / inspection | Publication in the Swiss Official Gazette of Commerce within one year of approval (Art. 958e para. 1 CO) if bond issuer or listed; otherwise inspection on request by creditors (Art. 958e para. 2 CO) |
SMEs that have opted out of audit must nevertheless comply with bookkeeping and record-keeping obligations (Art. 958f CO). Structured accounting software facilitates extraction of financial statements for custom periods and retention of shareholders' resolutions to support the internal audit file.
Digital best practices with Accountex
The transition is when manual errors cost the most. Automating deadline control and maintaining document traceability reduces operational risk.
Before the change
Digital archiving of the updated articles of association, shareholders' meeting minutes, and notarial certificate. Set reminders for VAT deadlines and financial statement approval on the new calendar.
During the close
Lock the previous accounting period, perform bank reconciliations, and verify open items. Generate closing reports with a custom cut-off date.
After launch
Update budget and dashboard with the new cycle. Keep the financial statements for the irregular period separate to facilitate comparisons with subsequent regular financial years.
Quick checklist for SMEs
- ✓Transition period duration verified (max. 18 months according to established practice)
- ✓Amendment to articles approved and authenticated with the new date specified
- ✓Updated registration filed with the commercial register
- ✓Change notified to the cantonal authority and VAT reconciliation verified (Art. 72 VAT Act)
- ✓Depreciation, accruals, deferrals, and deferred taxes recalculated pro rata
- ✓Financial statements for the irregular period prepared with note on non-comparability
- ✓Auditor, banks, and shareholders coordinated on the new reporting calendar
- ✓Accounting software updated with the new financial year interval
Conclusion: plan the transition well in advance
Changing the financial year-end date is legitimate and relatively common among Swiss SMEs with pronounced economic cycles, but it should not be decided at the last minute. The practical constraint of eighteen months in the transition period, authenticated form for the amendment to the articles, and alignment between accounting, direct taxes, and VAT require planning that starts at least one financial year before the target date.
With orderly resolutions, up-to-date accounting, and timely communications to the authorities, the transition period closes without informational discontinuities. An accounting system such as Accountex makes it possible to centralise corporate documents, tax deadlines, and closing reports, turning a complex operation into a controlled and repeatable process — especially useful when the new year-end date will become the rule for all future financial years.