According to the previous practice of the SFTA, the exemption from the issuance stamp duty for restructurings up to CHF 10 million according to Art. 6 para. 1 lit. k StG or the waiver of the issuance stamp duty according to Art. 12 StG was only granted if the capital contribution reserves created by the restructuring measures were compensated with losses in the balance sheet. The companies concerned therefore had to choose between saving the issuance stamp duty at the expense of capital contribution reserves that can be distributed free of withholding tax and the creation of such capital contribution reserves at the expense of the issuance stamp duty.
With its ruling A-5073/2020 of November 29, 2021, the Federal Administrative Court overrules this practice. There is no basis in the law to require the elimination of losses in the balance sheet for the granting of the restructuring exemption or waiver. Accordingly, such a loss elimination cannot be required. In the future, companies will therefore no longer have to choose between the issuance stamp duty and capital contribution reserves in the event of a restructuring. On the contrary, in restructuring cases, no issuance stamp duty is due even if the newly created reserves are not compensated with losses, but are accounted for in the balance sheet as capital contribution reserves and reported to the SFTA on Form 170.
The appeal in public law matters to the Federal Supreme Court is excluded against decisions on the waiver of taxes. Accordingly, this ruling can only be appealed insofar as it relates to the restructuring exemption of up to CHF 10 million according to Art. 6 para. 1 lit. k StG. The statements of the Federal Administrative Court regarding the issuance stamp duty waiver according to Art. 12 StG are therefore legally binding and the SFTA must adjust its practice accordingly.

Elimination of losses no longer needed for issuance stamp duty waiver

Corporate / M&A

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Homburger News

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Homburger advised Neue Zürcher Zeitung on its sale of Zurich Film Festival and Frame Cinema

Neue Zürcher Zeitung (NZZ) announced the divestment of Zurich Film Festival (ZFF) as part of a management buyout in July 2025. After ten years of successful development under the umbrella of NZZ, ZFF was taken over by a new group of investors led by festival director Christian Jungen. Frame Cinema was sold to the Swiss cinema company Kinokoni. The collaboration between ZFF and Frame will continue.
The Homburger team was led by Anna Peter and included Simone Schmid (both Corporate / M&amp;A) as well as Laetitia Fracheboud (Tax).

Restructuring and Special Situations

Employment and Executive Compensation

Insurance

Financing

Investment Products

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Homburger advised wefox in connection with its financing and restructuring program

On July 7, 2025, wefox Holding AG announced that it has secured funding of EUR 151 m, consisting of a EUR 76 m capital raise primarily from existing investors and a refinancing of an existing credit facility with EUR 75 m from Searchlight Capital Partners’ credit fund, Searchlight Opportunities Fund II. The funding follows a successfully completed business restructuring program in various jurisdictions and changes to the governance framework of wefox Holding AG.
The Homburger team comprised Andreas Müller, Marco Rostetter, Lucas Forrer, Oliver Kneubühl, Miriam Oelgarth, Norina Tröhler and Carolina Rodriguez (all Corporate / M&amp;A), Jürg Frick, Stefan Bindschedler and Nathalie Scherrer (all Financing and Investment Products), Stefan Oesterhelt, Juliette Buob, Laetitia Fracheboud and Philippe Gobet (all Tax), Stefan Kramer (Restructuring) and Karin Mattle, Angela Casey and Luca Ellenberger (all Employment and Executive Compensation).

IP / IT

Competition

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Homburger advised Temenos on the completion of the sale of its fund administration software business to Montagu Private Equity

On June 2, 2025, Temenos announced that it has completed the sale of Multifonds, its fund administration software business, to Montagu Private Equity.
The Homburger team was led by Dieter Gericke and Daniel Häusermann (both Corporate / M&amp;A) and included Nicola Togni, Romain Hondius, Thomas Romelli, Luca Ellenberger, Miriam Oelgarth and Myriam Amman-Jerdak (all Corporate / M&amp;A), Gregor Bühler, Philippe Baumann and Kristina Martinovic (all IP / IT), Stefan Oesterhelt, Laetitia Fracheboud and Juliette Buob (all Tax) as well as Richard Stäuber and Christoph Grüninger (both Competition).

Laetitia
Fracheboud

Homburger advised Neue Zürcher Zeitung on its sale of Zurich Film Festival and Frame Cinema

Homburger advised wefox in connection with its financing and restructuring program

Homburger advised Temenos on the completion of the sale of its fund administration software business to Montagu Private Equity

Elimination of losses no longer needed for issuance stamp duty waiver

Real Estate Investment Structure Taxation: Switzerland 2025

Real Estate Investment Structure Taxation: Switzerland

Zulässigkeit der Kooperation mit ausländischen Steuerbehörden

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Laetitia Fracheboud

Career

Languages

Teams

LaetitiaFracheboud

Homburger advised Neue Zürcher Zeitung on its sale of Zurich Film Festival and Frame Cinema

Homburger advised wefox in connection with its financing and restructuring program

Homburger advised Temenos on the completion of the sale of its fund administration software business to Montagu Private Equity

Elimination of losses no longer needed for issuance stamp duty waiver

Real Estate Investment Structure Taxation: Switzerland 2025

Real Estate Investment Structure Taxation: Switzerland

Zulässigkeit der Kooperation mit ausländischen Steuerbehörden

Join the Team

Laetitia Fracheboud

Career

Languages

Teams

Laetitia
Fracheboud