In its judgment 9C_697/2024 of 2 June 2026, the Federal Supreme Court provided important legal certainty on the treatment of foreign single-investor funds for transfer stamp tax purposes. Switzerland's highest court made clear that a foreign single-investor fund may also qualify as an investor exempt from transfer stamp tax. The decisive factor is that the fund is recognised as a collective investment scheme in its home jurisdiction. The stricter Swiss requirements for single-investor funds do not have to be met additionally.
The judgment is relevant to Swiss securities dealers that trade with or invest in foreign funds. To ensure that the exemption does not fail for lack of documentation, the fund's exempt status must be recorded in the securities turnover register and supported by evidence. Anyone who has paid transfer stamp tax in comparable cases or is currently subject to an SFTA audit should consider seeking a refund.
BACKGROUND
A Swiss corporation that was liable for transfer stamp tax as a securities dealer under Art. 13 para. 3 let. d of the Swiss Stamp Duty Act (SDA) invested as the sole investor in an alternative investment fund established under Liechtenstein law in the form of a collective trusteeship (“Kollektivtreuhänderschaft”). The fund was managed by a manager domiciled in Liechtenstein, while portfolio management was delegated to a Swiss company.
Under the customs union treaty, Liechtenstein is treated as domestic territory for transfer stamp tax purposes. For financial market law purposes,[1] however, the fund, which had its registered office and head office in Liechtenstein, remained a foreign vehicle. The exemption could therefore apply only if it qualified as a foreign collective investment scheme under Art. 119 of the Collective Investment Schemes Act (CISA).
Following an audit, the SFTA attributed the fund's securities transactions for the 2016 to 2020 tax periods directly to the investor. Its reasoning was that the fund was not an exempt investor because, as a single-investor fund, it lacked the requisite collective character. The company paid transfer stamp tax of CHF 369'681.18 plus default interest subject to a reservation of rights and challenged the assessment. Both its objection and its appeal to the Federal Administrative Court were unsuccessful.
THE POINT IN DISPUTE: THE COLLECTIVE CHARACTER OF A SINGLE-INVESTOR FUND
According to the SFTA's position, which the Federal Administrative Court upheld, foreign vehicles must have an equivalent under Swiss law. The definition of a foreign collective investment scheme under Art. 119 CISA had to be based on Art. 7 CISA. Swiss law permits only a narrow group of qualified investors to invest in domestic single-investor funds: supervised insurance institutions, public-law entities with professional treasury operations and occupational pension institutions with professional treasury operations.[2] The investor did not belong to any of these categories. It would not have been permitted to invest in a Swiss single-investor fund. The Liechtenstein fund could therefore not qualify as an exempt investor either.
THE FEDERAL SUPREME COURT'S INTERPRETATION: ART. 119 CISA STANDS ON ITS OWN
The Federal Supreme Court rejected this approach. The wording of Art. 17a para. 1 let. c SDA refers to Art. 119 CISA without any qualification. Only the parallel provision for domestic collective investment schemes refers to Art. 7 CISA and its restrictive para. 3 governing single-investor funds. Art. 119 CISA itself contains no comparable restriction. The structure of the CISA also distinguishes between the two concepts: Art. 7 CISA appears in the general provisions governing domestic schemes, whereas Art. 119 CISA appears in a separate title governing foreign schemes.
The legislative materials proved decisive. The legislature was aware of the diversity of foreign investment vehicles and, specifically with single-investor funds from Liechtenstein and Luxembourg in mind, deliberately adopted a broader concept of foreign collective investment schemes. If a foreign legal system provides more permissive rules for single-investor funds than Swiss law, the vehicle nevertheless qualifies as a foreign collective investment scheme under Art. 119 CISA.
The Court did, however, impose one limit: it did not accept the appellant's argument that FINMA's practice alone should be decisive. Classification is determined by Art. 119 CISA itself, not by an administrative recognition practice.
THE SFTA HELD TO ITS OWN CIRCULAR
Notably, the Federal Supreme Court also relied on the SFTA's own circular to support its interpretation. Section 3.1.1.1 of Circular No. 24 states that single-investor funds are recognised for Swiss tax purposes if they are accepted as such by the relevant foreign supervisory authority for collective investment schemes. Liechtenstein is included in the list of foreign supervisory authorities recognised by the SFTA in Annex V to the circular.[3] In this case, the SFTA had therefore adopted a position that contradicted its own published practice. The fund qualified as a foreign collective investment scheme and thus as an exempt investor.
The Federal Supreme Court allowed the appeal in full. The SFTA must refund transfer stamp tax of CHF 369'681.18 plus default interest.[4]
PRACTICAL SIGNIFICANCE
The judgment removes considerable legal uncertainty in the area of transfer stamp tax.
The previous two-stage test is no longer required. To qualify for the transfer stamp tax exemption, foreign funds do not have to satisfy the Swiss requirements under Art. 7 CISA and Art. 5 CISO in addition to the regulatory requirements of their home jurisdiction. Foreign single-investor funds qualify as exempt investors if the competent foreign supervisory authority accepts them as collective investment schemes. This applies even if the underlying sole investor would not be permitted to invest in a single-investor fund in Switzerland. Securities dealers may rely on section 3.1.1.1 of Circular No. 24 and the country list in Annex V. This makes the counterparty review significantly more practicable for securities dealers.
Documentation nevertheless remains critical. Transfer stamp tax operates on a self-assessment basis. The counterparty's exempt status must be recorded in the securities turnover register and supported by evidence. Otherwise, at the next audit the exemption may fail for lack of proof rather than as a matter of law.[5] For each foreign fund, securities dealers should document that the vehicle meets Art. 119 CISA and that the relevant foreign supervisory authority accepts it as a collective investment scheme.
Anyone who has paid transfer stamp tax in comparable circumstances, whether subject to a reservation of rights or following an SFTA audit, should consider seeking a refund. Depending on the calendar year, the refund interest rate ranges from 4% to 4.75%, making a refund financially attractive as well. The judgment provides a basis for argument in ongoing audits and pending proceedings.
CONCLUSION
In judgment 9C_697/2024, the Federal Supreme Court clarified that the transfer stamp tax exemption for foreign collective investment schemes must be assessed independently under Art. 119 CISA. The SFTA’s attempt to apply the restrictions governing domestic funds to foreign vehicles fails in light of the wording, structure and legislative materials – as well as the SFTA's own circular. The judgment provides welcome legal certainty for the fund industry and Swiss securities dealers. A securities dealer entering into transactions with foreign single-investor funds may rely on recognition by the foreign supervisory authority, but must document the fund's status carefully. Anyone who paid too much tax in the past should consider whether the amount can be recovered with interest.
[1] Treaty of 29 March 1923 between Switzerland and Liechtenstein concerning the incorporation of the Principality of Liechtenstein into the Swiss customs territory (SR 0.631.112.514).
[2] Art. 7 para. 3 and Art. 10 para. 3 CISA in conjunction with Art. 5 para. 4 of the Collective Investment Schemes Ordinance of 22 November 2006 (CISO, SR 951.311) and Art. 4 para. 3 lets. b, e and f FIDLEG (SR 950.1).
[3] SFTA Circular No. 24 of 20 November 2017, Collective investment schemes as the subject of withholding tax and stamp duties, section 3.1.1.1 and Annex V.
[4] Ordinance of the Federal Department of Finance of 9 September 2025 on default and refund interest rates for duties, taxes and penalties (FDF Interest Rate Ordinance, SR 631.014), Art. 1 let. j and Art. 4. Refund interest rates: 4% in 2022 and 2023, 4.75% in 2024, 4.5% in 2025 and 4% from 2026.
[5] Federal Supreme Court judgments 2C_749/2017 and 2C_753/2017 of 20 March 2019 (proof of the exemption under Art. 17a para. 1 let. c SDA in the self-assessment procedure; securities turnover register under Art. 21 of the Stamp Duty Ordinance).
