On June 18, 2023, the Swiss people approved a constitutional amendment that enables the Federal Council to introduce, on the basis of a temporary ordinance, the global OECD/G20 minimum taxation with a so-called Effective Tax Rate (ETR) of 15 percent for multinational groups with a consolidated annual turnover of 750 million euros or more in Switzerland. All other companies are not affected by this reform.
The Federal Council will adopt the OECD/G20 model rules by means of a static reference. The model rules are also to be interpreted in accordance with the associated OECD/G20 commentary and guidance. A federal law will subsequently be enacted in the ordinary procedure. While the Federal Council is authorized to introduce the minimum taxation as early as effective January 1, 2024, it is expected that Switzerland will likely follow the EU timetable, to the extent the latter caters for effectiveness in the EU member states at a later date. Separately, the minimum taxation already has a retroactive effect, as the transitional rules already apply to certain transactions on or after November 30, 2021.
Companies to which the new regime applies will be subject to comprehensive documentation and declaration obligations. The cantons will be responsible for assessing and levying the minimum tax. A so-called one-stop-shop is planned: The canton in which the economically most significant unit of the group is domiciled is tasked with levying the minimum tax for all units in Switzerland. For interpretive questions arising as part of the implementation, the cantons may turn to a working group consisting of representatives of the cantonal tax administrations and the FTA. Affected companies can check specific questions of interpretation with their competent canton.

Yes to OECD/G20 Minimum Taxation

Issues of domestic bonds continue to be subject to withholding tax. Thus, the transfer restrictions in syndicated loan agreements («10 and 20 non-bank rules») as well as restrictions on the use of funds of bonds issued abroad by Swiss groups remain relevant.
Trading in domestic bonds also remains subject to the turnover tax of up to 0.15%. The same applies to the purchase and sale of domestic and foreign qualifying participations.

No to reform of withholding tax and transfer stamp duty

Capital Markets

Financing and Investment Products

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On March 27, 2024, Swiss special purpose issuance vehicle Xtrackers Digital Markets ETC AG simultaneously launched two series of crypto-linked Exchange Traded Products (ETPs) under its program for the issuance of cryptocurrency-focused ETPs for professional and retail investors in Europe. The Xtrackers Galaxy Physical Bitcoin ETC Securities (XXBT) and the Xtrackers Galaxy Physical Ethereum ETC Securities (XETH) are listed on Deutsche Börse Xetra since April 4, 2024. State Street acts as the issuing and paying agent as well as the administration agent on these ETPs. XXBT and XETH are physically backed, and the underlying collateral is held through two cryptocurrency custodians: Zodia Custody and Coinbase.
DWS Investments UK Limited (DWS), a UK based asset manager, is part of DWS Group (being part of Deutsche Bank group) with EUR 896 bn of assets under management as of December 31, 2023. DWS is acting as arranger under the program and have partnered with US-based digital assets manager Galaxy Digital as crypto advisor and execution agent under the program.
Homburger advised DWS in this transaction with respect to aspects of Swiss law and regulations, including listing regulations. The Homburger team comprised Benjamin Leisinger, Philipp Klein and Alexander Wherlock (all Capital Markets and Investment Products) as well as Stefan Oesterhelt and Philippe Gobet (Tax).

Homburger advised DWS on Crypto ETPs

Homburger News

On October 6, 2023, UBS published the Base Prospectus for the establishment of its CHF 20 bn program for the issuance of Covered Bonds issued by UBS Switzerland AG and guaranteed by UBS Hypotheken Schweiz AG. The Covered Bonds issued under the program will be indirectly backed by a portfolio of mortgages from UBS Switzerland AG&#8217;s domestic mortgage pool.
On October 18, 2023, UBS Switzerland AG successfully completed its inaugural issuance of Covered Bonds under the program in an aggregate principal amount of CHF 820 m, consisting of CHF 350 m 1.820% Covered Bonds due October 2026 and CHF 470 m 2.035% Covered Bonds due October 2033. The Covered Bonds are governed by Swiss law and have been provisionally admitted to trading on SIX Swiss Exchange, and application will be made for definitive admission to trading and listing.
Homburger advised UBS Switzerland AG as issuer and UBS Hypotheken Schweiz AG as guarantor in respect of all transactional, regulatory and tax aspects of Swiss law. The Homburger team was jointly led by Benedikt Maurenbrecher and Stefan Kramer and included Daniel Hulmann, Daniel Junginger, Sofiya Shavlak and Mike Lerchmüller (all Capital Markets) as well as Stefan Oesterhelt and Philippe Gobet (both Tax).

Homburger advised UBS Switzerland AG on the establishment of its Swiss Covered Bond Program and the issuance of CHF 820 m Covered Bonds

Corporate / M&A

IP / IT

Competition

Regulatory

Employment and Executive Compensation

On July 13, 2023, Homburger received the «Impact Deal of the Year» award at the LMG Life Sciences Awards EMEA 2023 for its work on <a href="https://www.homburger.ch/en/news/homburger-advises-csl-with-respect-to-its-announced-public-tender-offer-to-acquire-vifor-pharma">CSL/Vifor</a>. Our team was led by partners Dieter Gericke and Daniel Häusermann. It also included members from our Tax, Financing and Investment Products, Competition and Regulatory, IP / IT, Corporate/M&amp;A, and Employment and Executive Compensation teams.
The awards aim to recognize complex and impactful work across an array of legal specialisms that operate within the life sciences industry.

Philippe
Gobet

Homburger advised DWS on Crypto ETPs

Homburger advised UBS Switzerland AG on the establishment of its Swiss Covered Bond Program and the issuance of CHF 820 m Covered Bonds

Homburger honored with LMG Life Sciences EMEA award for «Impact Deal of the Year»

Yes to OECD/G20 Minimum Taxation

No to reform of withholding tax and transfer stamp duty

Alternative Funds 2024: Switzerland

Chapter 10: Accounting and Auditing

Reform of withholding tax and transfer stamp duty

Join the Team

Philippe Gobet

Career

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PhilippeGobet

Homburger advised DWS on Crypto ETPs

Homburger advised UBS Switzerland AG on the establishment of its Swiss Covered Bond Program and the issuance of CHF 820 m Covered Bonds

Homburger honored with LMG Life Sciences EMEA award for «Impact Deal of the Year»

Yes to OECD/G20 Minimum Taxation

No to reform of withholding tax and transfer stamp duty

Alternative Funds 2024: Switzerland

Chapter 10: Accounting and Auditing

Reform of withholding tax and transfer stamp duty

Join the Team

Philippe Gobet

Career

Languages

Teams

Philippe
Gobet