KYC and merchant onboarding for Swiss marketplaces: Which obligations apply?

KYC in the marketplace means that sellers are identified and verified prior to payout. For Swiss platforms, this is crucial because payment providers and financial intermediaries must fulfill anti-money laundering and due diligence obligations under the Anti-Money Laundering Act (AMLA) and the AMLO-FINMA. Anyone who, as a marketplace operator, forwards payments to sub-comerciantes must ensure that each seller is correctly verified – or outsource this duty to a licensed Payment Service Provider (PSP).

This guide explains the legal basis, shows what data is required depending on the legal form, and describes how automated onboarding simultaneously improves compliance and conversion.

1. What are KYC and KYB?

Know Your Customer (KYC) refers to the statutory obligation to verify the identity of a contracting party before establishing a business relationship or conducting a transaction. In the context of a marketplace, this primarily affects the sellers (sub-comerciantes) who receive payments via the platform.

Know Your Business (KYB) is the counterpart for legal entities. KYB involves verifying the corporate structure, ownership relationships, and beneficial owners. In marketplaces where GmbHs, associations, or other organizations act as sellers, KYB is mandatory.

In Switzerland, these obligations stem from Art. 3 AMLA (identification of the contracting party) and Art. 4 AMLA (establishing the identity of the beneficial owner). The specific implementation is governed by FINMA's Anti-Money Laundering Ordinance (AMLO-FINMA) as well as the regulations of the self-regulatory organizations (SROs).

2. Legal Basis in Switzerland

Anti-Money Laundering Act (AMLA)

The AMLA defines who is considered a financial intermediary and which due diligence obligations must be fulfilled. According to Art. 2 para. 3 AMLA, persons who provide payment services on a professional basis are considered financial intermediaries. Core obligations include identifying the contracting party (Art. 3 AMLA), establishing the identity of the beneficial owner (Art. 4 AMLA), the duty of documentation (Art. 7 AMLA), and the reporting obligation to the Money Laundering Reporting Office Switzerland (MROS) in cases of suspected money laundering pursuant to Art. 9 AMLA.

AMLO-FINMA and Thresholds

The AMLO-FINMA specifies the due diligence obligations of the AMLA. For electronic means of payment used exclusively for cashless payment transactions, specific thresholds apply: According to Art. 11 AMLO-FINMA, identification can be waived under certain conditions if no more than EUR 5’000 is paid per calendar year and contracting party, and the funds are loaded exclusively via a bank account in Switzerland. If this threshold is exceeded, full identification is mandatory. For marketplaces, this means: As soon as a seller receives more than EUR 5’000 per year in payouts, their KYC must be completed.

Self-Regulatory Organizations (SROs)

Financial intermediaries that are not directly subject to FINMA must join an SRO. SROs issue their own regulations, which meet at least the standard of the AMLO-FINMA. For a PSP performing KYC on behalf of a marketplace platform, SRO affiliation is a requirement for legal operation.

3. What Data Does a Comerciante Need During Onboarding?

Natural Persons (Sole Proprietorships)

For natural persons, according to the Agreement on the Swiss banks' code of conduct with regard to the exercise of due diligence (CDB 20, Art. 7), the following information must be documented: first and last name, date of birth, nationality, and actual residential address. Verification is usually carried out using an official photo ID document (passport or identity card). Sole proprietorships registered in the commercial register are additionally identified using the commercial register excerpt.

Legal Entities (GmbH, AG, Association)

For legal entities such as a GmbH or AG, the following are required: company name (trade name), registered office, UID number, current commercial register excerpt (not older than 12 months), and the identity of the authorized signatories. In addition, the beneficial owner must be established. Associations without a commercial register entry are identified using the articles of association and an excerpt from the register of associations or comparable confirmation.

Comparison: Requirements by Legal Form

4. Beneficial Owners

A beneficial owner is understood to be the natural person who ultimately owns or controls the assets, or who controls a legal entity. Identifying them is mandatory pursuant to Art. 4 AMLA. In capital companies such as a GmbH or AG, anyone who directly or indirectly holds more than 25 percent of the shares or voting rights is considered a beneficial owner.

In practice, the KYC process requires sellers on a marketplace to submit a declaration of beneficial ownership (so-called Form A). In complex ownership structures – such as a GmbH owned by a holding company – the chain must be resolved down to the natural person. If no natural person with more than 25 percent ownership can be identified, the members of the highest executive body are deemed beneficial owners.

Special rules apply to associations and foundations: here, the founders, board members, and, where applicable, the beneficiaries must be identified as beneficial owners.

5. Why KYC Must Precede the First Payout

A common mistake in marketplaces: sellers are onboarded to the platform, orders are processed, but the identity verification is postponed. This is not only a compliance risk, but can also carry criminal consequences.

Pursuant to Art. 3 para. 1 AMLA, the contracting party must be identified upon entering into the business relationship. For marketplaces processing via a PSP, this specifically means: before the first payout is made to a sub-comerciante, their KYC must be completed. Funds must not flow to an unverified account.

Example: An online marketplace for handicrafts onboards a new seller. The seller can immediately list products. KYC only needs to be completed when an order is placed and a payout is due. If the seller is a GmbH, this includes the commercial register excerpt and the identification of the beneficial owner. As long as KYC is pending, payouts remain blocked. The customer has already paid – the funds are held in escrow by the PSP.

6. What Happens with Inactive or High-Risk Comerciantes

The AMLO-FINMA requires ongoing monitoring of business relationships. For a PSP managing sub-comerciantes on a marketplace, this results in specific actionable duties:

Inactive comerciantes: Sellers who do not carry out any transactions over an extended period (e.g., 12 months) are generally deactivated. Before reactivation, it must be verified whether the KYC data is still up to date. In the event of material changes (new owner, new registered office), re-identification is required.

High-risk comerciantes: If a comerciante displays unusual patterns – such as sudden surges in turnover, numerous chargebacks, or transactions with high-risk countries – enhanced due diligence obligations apply under Art. 6 AMLA. This may involve additional document requirements, an in-person meeting, or even account suspension and a report to MROS.

A professional PSP handles this monitoring in an automated manner, thereby relieving the marketplace operator. Nevertheless, the platform also shares responsibility: those who knowingly allow high-risk sellers without adequate controls cannot hide behind the PSP.

7. How Automated Onboarding Increases Conversion

Manual KYC onboarding – collecting documents via email, manual verification by a compliance team, and providing feedback to the seller – takes several days on average. For a marketplace reliant on rapid seller growth, this is a conversion killer.

Automated solutions combine multiple advantages: the seller uploads their ID document directly, verification is carried out via OCR and database checks (e.g., against the Swiss Official Gazette of Commerce SOGC or sanctions lists), and approval is granted in minutes instead of days. For legal entities, the commercial register excerpt is retrieved automatically and the ownership structure is verified.

Tangible effect: Platforms switching from manual to automated KYC onboarding report a reduction in the drop-off rate of 30 to 50 percent. The reason is simple: the fewer the steps and the shorter the waiting time, the higher the likelihood that a seller will complete the process.

Checklist: What You Should Review Before Starting

• Clarify whether your payment model triggers an independent AMLA subordination or whether you process via a licensed PSP.

• Define which legal forms (sole proprietorship, GmbH, AG, association) are permitted as sellers on your marketplace.

• Ensure that the KYC process is completed before the first payout – not afterward.

• Check whether your PSP supports automated identification for Swiss ID documents and commercial register excerpts.

• Clarify how beneficial owners are handled: at what ownership threshold does verification occur (standard: 25%)?

• Define rules for inactive comerciantes: after how many months without transactions are they deactivated?

• Establish monitoring criteria for high-risk comerciantes (e.g., chargeback rate, turnover surges, country risk).

• Ensure that all KYC documents are retained for at least 10 years in accordance with Art. 7 AMLA.

• Check whether your PSP supports Swiss payment methods (TWINT, PostFinance, QR-bill) for sub-comerciantes.

• Document the entire onboarding process in writing as part of your internal compliance documentation.

How Payrexx Supports You with Comerciante Onboarding

As a Swiss PSP, Payrexx offers a marketplace payment solution that completely takes over the KYC and onboarding of sub-comerciantes. Sellers undergo an automated verification process directly within the platform, including ID checks, commercial register matching, and identification of beneficial owners.

The payout to verified comerciantes is carried out via Split Payment: the platform commission goes to the marketplace operator, while the remaining balance goes directly to the seller. This ensures that the platform never touches customer funds at any point. Payrexx supports all popular Swiss payment methods – TWINT, PostFinance, credit cards, and QR-bill – and can be integrated into existing systems via API.