On 7 June 2018, the Swiss Senate passed the revised so-called Swiss Corporate Tax Reform 17 bill following the recommendations of its Ways and Means Committee. The approved version by the Swiss Senate contains the following elements:
Abolishment of all Swiss special income tax regimes
All special Swiss income tax regimes, such as the mixed company or holding company regimes, will be replaced with measures that are both internationally accepted and that ensure Switzerland will remain attractive for multinational companies.
Reduction of the general tax rates at the discretion of the individual cantons, where the majority of cantons will be in the 13 – 14 % tax rate range (effective combined federal/cantonal/communal tax rate, ETR) with some cantons with an ETR as low as 12%, such as Zug, Schwyz or Lucerne.
Introduction of a Patent Box, which is following the so-called modified nexus approach by the OECD on a cantonal level with a tax relief for qualifying income of up to 90%. The proposed law allows for flexibility with regard to outsourced functions and covers Swiss and foreign patents as well as patent equivalent rights.
Introduction of R&D super-deduction at the cantonal level up to a maximum of 150% of the effective qualifying expenses. The reform provides for a wide application of R&D activities that may benefit, including basic research as well as scientific application and knowledge based R&D.
Tax privileged release of reserves for companies transitioning out of tax privileged regimes: Companies transitioning out of tax privileged cantonal tax regimes into ordinary taxation (such as mixed and holding companies) could release hidden reserves (including self-created goodwill) in a tax privileged manner for cantonal/communal tax purposes within a period of five years, whereby no deferred tax assets should have to be set up for IFRS or U.S. GAAP purposes. This should enable companies to more or less maintain their existing level of taxation for another five years after the sunset of the regimes in 2019 or 2020.
Step-up upon migration of a company or of activities and functions to Switzerland: A step-up would be allowed for direct federal and cantonal/communal tax purposes (including on self-created goodwill) for companies or additional activities and functions migrating to Switzerland.
Reduction of the cantonal/communal annual capital tax in relation to intercompany loans and patented intellectual property at the discretion of the individual cantons. As opposed to the previous version, cantons can now also apply a reduced capital tax rate on relation to intercompany loans.
Cantons with a “high” cantonal tax rate may introduce a notional interest deduction (NID) on a cantonal level. This may only benefit the canton of Zurich and potentially very few selective cantons with high enough tax rates.
Revenue raising measures
The bill contains the following revenue raising measures:
Listed companies, when repaying qualified capital contribution reserves (which can be repaid tax free), must now at least pay an equal amount in dividends (which are subject to withholding tax and taxable for the Swiss resident individual shareholders). Not affected by this rule are intra-group repayments of capital contribution reserves or capital contribution reserves repaid by privately held companies.
The partial taxation of dividends for qualifying Swiss shareholders is increased to 70% at a federal level, respectively to at least 50% at a cantonal level. (The previous version required a minimum taxation of 70% at a cantonal level).
Further, the tax reform will be combined with Swiss Social Security reform, with an increase of social security contributions by employees and employers as well as reattribution of existing VAT-revenue to the social security scheme. Social security contributions will be increased by 0.3% of salaries, equally shared by employer and employees.
The Swiss House of Representatives is expected to vote on the legislation in its autumn 2018 session. The generally more pro-business Swiss House of Representatives might introduce marginal amendments to further increase the attractiveness of the reform. The final reform is expected to pass by September 2018.
In case there is no referendum, some elements of the tax reform, such as the sunsetting of existing regimes with respective transition measures could become effective as soon as in the first quarter of 2019, with the bulk of the reform being effective as early as 1 January 2021.
Attractiveness of the reform
The tax reform 17 bill as approved by the Swiss Senate represents a well-balanced and internationally competitive solution that would ensure that Switzerland stays an attractive location for multinationals and domestic companies alike, while at the same time providing an internationally aligned tax system that is in conformity with international standards, such as OECD BEPS and others.