Swiss holding company

A holding company in Switzerland is an effective, absolutely legal, well-thought-out, and relatively easy-to-use tool for serious international business. This structure allows you to manage investments in affiliated (subordinate, subsidiary) companies, significantly optimize taxes (for example, corporate income tax), and simplify accounting. Proper registration is an important condition for a successful business.

The absence of commercial activities in Switzerland is a mandatory qualification requirement for classifying a company as a holding company Switzerland. Federal legislation does not recognize the status of a Swiss holding company formation for a company, but cantonal legal norms allow this (they are very different).

Acceptable organizational and legal forms of a Swiss holding company:

  • Private limited liability company (gesellschaft mit beschränkter haftung – GmbH / Sarl). The minimum authorized capital is 20 thousand CHF. Registration of shareholders in the commercial register is mandatory.
  • Public limited liability company (aktiengesellschaft – AG / SA). The minimum authorized capital is CHF 100 thousand; shareholders can pay 20% of the capital (CHF 50 thousand). The format provides the maximum (but not absolute!) level of confidentiality for shareholders.
Swiss holding company

How does a Swiss holding company work?

Setting up a holding company Switzerland is unsuitable for every profile and budget. Therefore, Switzerland is an international standard jurisdiction and is far from what an offshore company or LLC would be.

The activities of well-prepared holding companies are entirely legal and accepted by tax authorities, and there is no risk of being considered fraudulent, as can happen with an LLC formation.

However, this involves costs for maintaining the structure, travel to Switzerland, and significant start-up capital or turnover. Thus, it is not recommended for small entrepreneurs.

The Swiss holding company will operate as follows:

  • Dividends received from subsidiaries will not be subject to tax if they qualify for the above participation exemption.
  • The participation exemption applies even if the subsidiary pays virtually no corporate income tax.
  • If such income received through the Swiss holding company is subsequently distributed, it will not be subject to taxation in Switzerland (subject to meeting certain requirements in double tax treaties).
  • The remaining profits generated by a Swiss company regime, if the registered office is in Geneva, for example, are subject to corporate income tax of 13.99%.
  • In case of any possible dispute between the country where the subsidiaries are located and Switzerland, thanks to the Reciprocal Investment Protection Treaty, access to international Arbitration with guarantees is provided, which will ensure the safety of our assets and the safety of the client and his family.

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Swiss benefits for holding business

Deductible tax paymentsThe formal income tax rate at the federal level is 8.5%. This figure is quite modest, and if we take into account deductible tax payments, it is quite possible to reduce the rate to 7.8%. Cantonal taxes add their own “fly in the ointment,” but even considering them, the holding company regime will feel very confident in Switzerland
Reduced corporate tax rateThe option does not depend on Deductible tax payments and is valid at the federal level. The qualifying condition is the holding’s ownership of a block of shares in another company (20% or more).
Double Agreements (DTA)This option is often called “Exemptions for the dividends,” which is not an essentially correct translation. Here, we are discussing protection from double taxation of a Swiss holding company if dividends are addressed to a subsidiary. In this situation, the latter can receive tax discounts at the federal level; their value depends on the amount of dividend income related to net profit.
Privileged annual capital taxThe standard rate is variable (0.01% – 0.2%). This tax is part of the fiscal benefits available to a Swiss holding company. The above rate is significantly lower than “regular” Swiss companies. To be eligible to claim the Privileged annual capital tax, you will need to calculate/think through the primary conditions carefully.

General tax advantages of Switzerland

They apply to holdings and, in general, to any legal business in the jurisdiction. Therefore, all Swiss companies can take advantage of them.

Additional arguments in favor of registering a company (holding) in Switzerland:

  • For some, a federal tax reduction applies. The deduction amount depends on the size of shareholder dividends (standard 40%).
  • Some Swiss cantons provide additional benefits to “their” companies/holdings (registration in a specific canton). A typical condition is the creation of permanent jobs (usually at least 30).
  • The cantons provide tax deductions for specific categories of business expenses.
  • Cantons may include an annual capital tax in their corporate tax rate.
  • Companies headquartered in Switzerland and managed/controlled from abroad enjoy unique tax benefits.
  • Mixed companies in Switzerland (there are characteristics of an “ordinary,” a traditional company, and a Swiss holding company) can claim exceptional tax benefits.
  • Service companies enjoy benefits at the cantonal corporate tax rate.
  • Quite often, municipal taxes are lower than cantonal taxes.
  • Community taxes significantly benefit new companies (the typical duration is up to 10 years).

A Swiss holding company is a highly effective tool for international business. Registration of such a public fund is constantly simplified, but this does not mean you can cope with all the organizational hassles on your own. We can recommend Switzerland for registering companies conducting transparent, legal business, which are “crowded” within other jurisdictions.

FAQs

A Swiss holding company is a legal entity designed to manage investments in subsidiary companies while benefiting from favorable tax conditions in Switzerland. It does not engage in active commercial activities within Switzerland and is structured to optimize taxes, simplify accounting, and facilitate international business operations.

A Swiss holding company primarily holds investments in subsidiary companies. It benefits from a participation exemption on dividends received from these subsidiaries, meaning such income is generally not taxed in Switzerland. This structure allows for efficient capital management and tax optimization strategies while complying with Swiss regulatory requirements.

Establishing a Swiss holding company offers several advantages:

  • Tax advantages: Reduced or exempt taxes on dividends and capital gains.
  • Legal and financial stability: Switzerland’s robust legal framework and stable financial environment.
  • International arbitration: Access to international arbitration under investment protection treaties, ensuring asset safety and client security.

Swiss holding companies enjoy:

  • Participation exemption: Dividends from subsidiaries are often exempt from Swiss taxation.
  • Reduced corporate tax rates: Lower tax rates on corporate income, especially for companies holding substantial stakes in subsidiaries.
  • Privileged annual capital tax: Lower rates compared to regular Swiss companies, enhancing fiscal benefits.

The Swiss holding company regime benefits international businesses by offering:

  • Deductible tax payments: Options to reduce tax liabilities through deductible payments.
  • Double Tax Agreements (DTA): Protection against double taxation on dividends distributed to subsidiaries in other countries.
  • Privileged annual capital tax: Lower rates for annual capital tax, contributing to overall tax efficiency.

A Swiss holding company can be structured as either:

  • GmbH/Sarl: Private limited liability company with a minimum authorized capital of CHF 20,000.
  • AG/SA: Public limited liability company with a minimum authorized capital of CHF 100,000, providing more confidentiality options for shareholders.

By structuring operations in compliance with Swiss tax laws, a holding company in Switzerland can optimize tax obligations through:

  • Strategic investment management: Efficiently managing dividends and capital gains.
  • Utilizing tax treaties: Leveraging double tax agreements for reduced withholding tax rates on international transactions.

Switzerland offers various tax advantages for holding businesses, including:

  • Federal tax reductions: Deductions on shareholder dividends.
  • Cantonal tax benefits: Additional tax incentives provided by individual cantons.
  • Municipal tax advantages: Lower tax rates at the municipal level, especially beneficial for new companies.

Switzerland is renowned for its stable political environment, transparent legal system, and competitive tax regime. These factors make it an attractive destination for companies seeking to establish a holding structure that facilitates international business operations while optimizing tax liabilities.

Starting a Swiss holding company involves selecting the appropriate legal structure, meeting capital requirements, registering with the commercial register, and ensuring compliance with Swiss regulatory standards. Consulting with legal and financial experts can streamline the process and ensure all requirements are met effectively.

Would you talk with someone in our company regarding any issues? Just drop us a line!

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