Issuance stamp duty (Emissionsabgabe)

Issuance stamp duty (German Emissionsabgabe) is a Swiss federal tax levied on the creation and increase of participation rights in Swiss companies (shares, quotas). Its rate is 1%, applied to the consideration received by the company, including any premium (agio), after a CHF 1 million exemption on share capital.

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It directly affects the capitalisation of an acquisition holding (NewCo) in a buyout structure: a large equity contribution above the threshold generates a 1% cost to factor into the financing plan. Certain restructurings (mergers, conversions) qualify for exemptions. It differs from the securities transfer tax, which applies to the transfer of securities rather than their issuance.

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Example: incorporating a NewCo with an equity contribution of CHF 6.0 million (of which CHF 5.0 million premium) to finance an acquisition generates issuance stamp duty of 1% on CHF 5.0 million above the CHF 1 million exemption, i.e. CHF 50,000, to include in the structuring.

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At Hectelion, we factor issuance stamp duty into our acquisition financing plans to optimise the holding company's capitalisation structure.