The extensive understanding of the notion of activity as an “intermediary” in Swiss stamp duty law as interpreted by the Swiss Federal Tax Administration and confirmed by the latest case law of Swiss Supreme Court and Swiss Federal Administrative Court has significant practical consequences: Domestic M&A advisors, Family Offices as well as intragroup management companies could potentially qualify as “securities dealers” in terms of the Stamp Duty Act, as they act as “intermediary” on transactions involving taxable securities. Furthermore, Swiss securities transfer tax risks may arise if the domestic group parent company is involved as an “intermediary” in the sale or purchase of taxable securities.

By Stefan Oesterhelt / Miriam Kämpf (Reference: CapLaw-2023-05)

On 17 December 2021, Parliament concluded a legislative project that had taken more than ten years to complete. The main goal was to enable the issuance of domestic bonds free of withholding tax and thus strengthen the Swiss capital market. Further, transfer stamp duty on domestic bonds will also be abolished. The following article will discuss what the consequences of this reform are.

By Stefan Oesterhelt / Philippe Gobet (Reference: CapLaw-2022-05)

A bond issued by a foreign resident issuer which is guaranteed by its Swiss resident parent company may be reclassified in a domestic issuance subject to 35 withholding tax if the proceeds raised under such bond are used in Switzerland. Under the rules which entered into force on 1 February 2017, it was possible to use the proceeds in Switzerland up to an amount equal to the equity of the foreign issuer. New rules which entered into force on 5 February 2019 added further flexibility with respect to the permissible use of proceeds in Switzerland.

By Stefan Oesterhelt (Reference: CapLaw-2019-44)