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  • Integration of one of the biggest Swiss Fund Management Organisations into a bank. Transfer and reorganisation of business functions between different legal entities. Value: CHF 700m.
  • Capital reduction through put option issue and public share buyback program for a publicly listed investment company. Arbitrage allowed shareholders not entitled to refund of Swiss withholding tax to benefit from tax exempted ‘distribution’. Value: CHF 2x 15m (transactions), CHF 2x 180m (market capitalisations).
  • Set up of a hybrid collective investment vehicle held by Swiss investors and invested in Swiss domiciled group companies. The legal seat of the collective investment vehicle is in a jurisdiction without double tax treaty with Switzerland (eg Liechtenstein). Consequently, the collective investment vehicle agreed to become liable to Swiss withholding tax in order to be entitled to refund of the Swiss withholding tax levied on distributions by the Swiss group companies. Based on the practice of the Swiss Federal Tax Administration a collective investment vehicle with a legal seat in jurisdiction without double tax treaty with Switzerland is basically not entitled to the refund of the Swiss withholding tax. Consequently, the collective investment vehicle had to agree to become subject to Swiss withholding tax to be entitled to the refund. Value: Approx. CHF 80m.
  • International leasing in the context of Swiss VAT and customs requirements (optimisation, risk-minimisation). International leasing is complex in handling customs as well as VAT for all parties involved (supplier, lessor, lessee). In the case at hand processes were defined on level of the lessor to ensure a proper, risk-averse and VAT-/customs-optimal handling of the supply of leasing-goods.
  • VAT leasing of company cars used by employers’ resident abroad (risk evaluation of foreign VAT and customs issues). In the case at hand risk avoidance and structuring potential was evaluated on level of a lessor focusing on company car leasing. VAT and customs issues are affected by the residence of the car driver and not only by the residence of the lessee (ie company) which makes the VAT and customs handling complex.
  • VAT group planning in Switzerland for 11 companies. The VAT group planning included companies with completely different business purposes (real estate companies, financial service companies, a holding company as well as a foundation) and different input VAT deduction methods. The challenge was to select the optimal composition of the VAT group from all possible formations and to prepare the corresponding compliance groundwork. Value: CHF 500,000 (VAT on group intern turnover).
  • Review of Swiss legal entities from a Swiss tax perspective (health check); assistance in restructurings and voluntary disclosures. Negotiations and tax ruling with tax authorities in order to reduce the present and future Swiss tax burden. Value: CHF 300m.
  • Successful appeal regarding VAT relevant entrepreneurial activity of NPO’s (Swiss Federal Court 2C_781/2014, decision dated 19 April 19 2015). Leading case, based on ADB appeal Swiss Federal Court refused practice of the Swiss Federal Tax Authorities to determine entrepreneurial activities based on a ratio taxable turnover/total expenses. Value: CHF 1m.
  • Various voluntary disclosures for Swiss resident private individuals. Minimising additional tax payments and late interest payments by application for transparency/non-transparency of the underlying legal structure. Value: Disclosed assets of approx. CHF 50m overall.

Legal Developments in Switzerland

Legal Developments and updates from the leading lawyers in each jurisdiction. To contribute, send an email request to
  • 17 February 2017: Auris Medical's Public Equity Offering

    Auris Medical Holding AG (NASDAQ: EARS) issued and priced its public offering of 10,000,000 common shares and 10,000,000 warrants, each warrant entitling its holder to purchase 0.70 of a common share.  The common shares and warrants are being sold in units comprised of one common share and one warrant at the public offering price of USD 1.00 per unit. The warrants will be immediately exercisable at a price of USD 1.20 per common share and are exercisable for five years. In connection with the offering, the Company has granted the underwriter a 30-day option to purchase up to 1,500,000 additional common shares and/or 1,500,000 additional warrants at the public offering price less underwriting discounts. The offering is expected to close on or about February 21, 2017, subject to customary closing conditions. Roth Capital Partners is acting as sole book-running manager in the offering. Maxim Group LLC is acting as a financial advisor in the offering.
  • 16 February 2017: Credit Suisse successfully launched its new subsidiary Credit Suisse (Switzerland)

    Credit Suisse (Switzerland) Ltd. was incorporated with the purpose to be organized as a Swiss bank. It is a wholly owned subsidiary of Credit Suisse AG. The transfer of assets and liabilities according to Swiss merger law became effective on 20 November 2016. The transfer was aimed to evolve the legal entity structure of the Credit Suisse Group to meet regulatory requirements for systematically important banks.
  • 14 February 2017: BASF acquires Rolic Group

    BASF acquires Rolic, a Swiss based group offering innovative and forward-thinking solutions, particularly in the display and security industries as well as the optical film business.
  • 15 February 2017: gategroup CHF 300 mio. bond issuance

    gategroup successfully raised CHF 300 million through the issuance of a fixed rate 5-year senior bond with a final maturity on February 28, 2022. The bond with a coupon of 3% p.a. has been issued by gategroup Finance (Luxembourg) S.A. and is guaranteed by its parent company gategroup Holding AG. gategroup will apply for the listing of the new bond on the SIX Swiss Exchange.
  • 17 February 2017: RWS acquires LUZ, Inc.

    RWS Holdings plc, a world leading provider of intellectual property support services (patent translations, international patent filing solutions and searches), commercial translations and linguistic validation, has completed the acquisition of 100% of LUZ, Inc., a market leading Life Sciences language services provider based in San Francisco, for a cash consideration of USD82.5m.
  • 17 February 2017: Cembra Money Bank acquires invoice financing provider SWISSBILLING SA

    Cembra Money Bank has reached an agreement to acquire 100% of the shares of SWISSBILLING. The transaction is expected to close within the first quarter of 2017. The transaction consideration was below CHF 10 million and is expected to have a negative impact of 0.1% on the Group’s CET1 ratio as at closing.
  • 7 February 2017: TPF closes private offering and bank financing

    Transports publics fribourgeois Trafic (TPF TRAFIC) SA closed the financing of its maintenance and exploitation centre in the canton of Fribourg. The financing was partly made through a CHF 40 mio. private placement, a CHF 32 mio. secured bank loan and a CHF 55 mio. unsecured bank loan.
  • 3 February 2017: Migros acquires Tipesca

    The Migros Group, through Mérat & Cie. SA, has acquired Tipesca SA, a company incorporated in the canton of Tessin. Tipesca offers a wide range of fish products.
  • 24 January 2017: Sharp Corporation and Skytec Group Limited enter into strategic business alliance

    Japan-based Sharp Corporation, part of Taiwan’s Foxconn Group, enters into a strategic business alliance with Skytec Group Limited (“Skytec”) regarding the manufacture and sale of Sharp branded products and services in Europe. For that purpose, Sharp acquires a majority stake of 56.7% in the newly incorporated joint venture Skytec UMC Ltd.
  • 25 January 2017: Zug Estates CHF 100 mio. Bond

    Zug Estates Holding AG (SIX: ZUGN) has successfully issued its first CHF 100 mio. fixed-interest bond with a 0.7% coupon and a 5-year maturity.