Transfer stamp tax on intermediary activities
Further details on the Federal Administrative Court decision (BVGer ruling A-865/2021) can be found in our newsletter from March 2024 on “Transfer stamp tax: new developments”.
On 1 November 2024, the SFTA clarified its policy on transfer stamp tax for intra-group intermediary activities. The following clarifications apply as of this date to all pending cases with the SFTA. Retroactive application is excluded. In case of uncertainties, affected situations may be clarified in advance via a tax ruling with the SFTA.
The policy clarification can be summarised as follows:
The intermediation of taxable securities by a domestic holding company is only subject to transfer stamp tax if it qualifies as evidence brokerage or intermediary brokerage. Neither evidence nor intermediary brokerage is deemed to exist in particular:
The qualification of a management company as a securities dealer based on its activities is determined by whether its business activity exclusively or primarily consists of:
Professional activity is a mandatory requirement for the above-mentioned intermediary activities under the Swiss Stamp Duty Act (StG). The SFTA clarified that intermediary activities involving taxable securities within a group do not constitute professional activity. Therefore, management companies that exclusively provide contractual services within their group do not qualify as securities dealers solely on this basis. However, external intermediary activities or those performed for persons outside the group (e.g., clients) remain unaffected by this rule.
The SFTA’s clarifications on transfer stamp tax for intra-group intermediary activities are a positive step forward, providing greater certainty, particularly for specific transactions involving domestic holding companies and for services exclusively within a group.
In light of these developments, we recommend that domestic legal entities involved in securities transactions within a group conduct a detailed analysis of their activities from a transfer stamp tax perspective.
Article written by André Kuhn, Yann Waeber and Dominique Roggo
In its recent ruling (BVGE ruling A-865/2021) of 1st December 2023, the Swiss Federal Administrative Court dealt for the first time with the term “dealer”, which qualifies as a securities dealer pursuant to art. 13 para. 3 lit. b clause 1 of the Federal Act on Stamp Duties (Stamp Duty Act; StG). In addition, the term “intermediary” pursuant to art. 13 para. 3 lit. b clause 2 StG was further clarified....
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