Swiss stamp duty: Federal Supreme Court confirms foreign single-investor funds are exempt from securities transfer tax

Foreign single-investor funds supervised abroad now have legal certainty on Swiss securities transfer tax: they qualify as exempt investors, whether or not a comparable structure would be permitted under Swiss supervisory law.  

Forvis Mazars in Switzerland advises banks, insurance companies and asset managers on stamp tax, withholding tax and investment structures, and handles the annual Swiss tax reporting of investment funds.  

Key takeaways  

• Decision 9C_697/2024 confirms that foreign single-investor funds supervised abroad are exempt investors for Swiss securities transfer tax.  
• Foreign collective investment schemes form a separate statutory category and do not need to meet Swiss regulatory requirements.  
• A foreign fund cannot be excluded from the exemption solely because Swiss supervisory law would not permit a comparable structure.  
• Under Swiss Federal Tax Administration (SFTA) practice, foreign single-investor funds are generally accepted if their supervisor permits them and the jurisdiction is recognised.  
• In our view, unsupervised single-investor funds should also be able to qualify if the sole investor is a qualified investor.  

In its decision 9C_697/2024 of 2 June 2026, the Swiss Federal Supreme Court clarified a practically relevant question concerning Swiss securities transfer tax. The case concerned the treatment of a Liechtenstein single-investor fund and the question whether it qualifies as a foreign collective investment scheme and therefore as an exempt investor for Swiss securities transfer tax purposes.  

The Supreme Court disagreed with the position taken by the Swiss Federal Tax Administration (SFTA) and the Swiss Federal Administrative Court. The Supreme Court clarified that foreign collective investment schemes which are subject to supervision abroad and meet the applicable regulatory requirements in that jurisdiction qualify as exempt investors for securities transfer tax purposes. They do not also need to meet the Swiss regulatory requirements.  

Facts  

The appellant, a Swiss company, was the sole investor in an alternative investment fund (AIF) established in Liechtenstein in the legal form of a “Kollektivtreuhänderschaft”. The fund was managed by a Liechtenstein manager, had a Liechtenstein depositary and was subject to supervision by the Liechtenstein Financial Market Authority (FMA).  

In the course of an audit, the SFTA took the view that the fund did not qualify as a collective investment scheme exempt from securities transfer tax. Since there was only one investor, the SFTA considered that the  requirement for collective investment was not met. The securities transactions carried out by the fund were therefore to be attributed directly to the Swiss investor.  

The SFTA subsequently assessed additional securities transfer tax claims, including late payment interests. The Swiss Federal Administrative Court confirmed the SFTA’s view. The taxpayer then appealed to the Swiss Federal Supreme Court.  

Issue before the Swiss Federal Supreme Court  

Securities transfer tax is generally levied on the transfer for consideration of taxable securities, provided that a contracting party or intermediary qualifies as a securities dealer. Exempt from securities transfer tax are, among others, Swiss collective investment schemes under Art. 7 of the Collective Investment Schemes Act (CISA) and foreign collective investment schemes under Art. 119 CISA.  

The disputed question was whether, for purposes of the securities transfer tax exemption, a foreign fund must satisfy the same regulatory requirements as a comparable Swiss fund. This was decisive because single-investor funds are permitted in Switzerland only for certain qualified investors, such as supervised insurance institutions, public-law corporations, institutions and foundations with professional treasury operations, or occupational pension institutions with professional treasury operations.  

Decision of the Swiss Federal Supreme Court  

The Swiss Federal Supreme Court did not follow the position of the SFTA and the Swiss Federal Administrative Court. It clarified that foreign collective investment schemes do not need to be assessed, for securities transfer tax purposes, according to the same criteria as Swiss collective investment schemes. For the Court, the decisive point was that the law deliberately distinguishes between Swiss and foreign collective investment schemes. Foreign collective investment schemes form a separate statutory category. It follows that a foreign collective investment scheme may not be excluded from the tax exemption solely because a comparable structure would not be permissible, or would be permissible only subject to restrictions, under Swiss supervisory law.  

The SFTA's existing practice is also of practical importance. Under that practice, foreign single-investor funds are generally accepted for Swiss tax purposes, provided that:  

• The competent foreign supervisory authority permits such funds
• The relevant supervisory jurisdiction is recognised by the SFTA

In the present case, this was satisfied for Liechtenstein. The SFTA sets out its rules on foreign collective investment schemes for stamp duty purposes in Circular No. 24 of 20 November 2017.  

Against this background, the Liechtenstein single-investor fund qualified as a foreign collective investment scheme within the meaning of Art. 119 CISA. The fund therefore qualified as an exempt investor for securities transfer tax purposes.  

Practical significance  

The decision provides important legal certainty for foreign fund structures with only one investor. It confirms that such structures are to be treated, for securities transfer tax purposes, as exempt investors, provided that they are subject abroad to supervision applicable to collective investment schemes and are recognised as a collective investment scheme by the competent foreign supervisory authority.  

Foreign single-investor funds that are not subject to supervision abroad were not the subject of the present decision. In our view, however, such funds should still be able to qualify as collective investment schemes and therefore as investors exempt from securities transfer tax based on the equivalence rule.  

This would, however, require them to be comparable to Swiss single-investor funds. In particular, this requires that the sole investor be a qualified investor within the meaning of Art. 10 para. 3 CISA. This provision exhaustively includes:  

• Supervised insurance institutions
• Public-law corporations, institutions and foundations with professional treasury operations

Occupational pension institutions with professional treasury operations.  

Authors: Yan Waeber and André Kuhn