Structure
Holding company
Incorporate the Swiss holding or group company with the right share and governance setup.
Holding companyInternational Holdings & MNE
in Switzerland.
A Swiss holding company is only as good as the substance behind it. Since the global minimum-tax rules landed, a letterbox holding is a liability, not a shield. We build holding and group structures with genuine substance (people, premises, decisions taken in Switzerland) that hold up to a tax authority and a Pillar Two review.
At a glance
Substance and entity management are core; tax planning runs alongside them.
Independent since 2007 · IFLR1000-ranked · offices in Zurich and Zug · one partner per file.
- Build
- Substance, not letterbox
- Pillar Two
- 15% minimum-tax planning
- Structures
- Holdings, IP, finance, SPVs
- Test
- Survives authority review
The challenge
What this sector has to get right in Switzerland
Multinationals use Switzerland for holding, financing and IP because the legal system is stable and the tax position is competitive. But the bar for what counts as a real establishment has risen. A holding company that exists only on paper (no local directors with authority, no premises, no decisions actually taken in the canton) is exposed on permanent-establishment, place-of-management and beneficial-ownership grounds, and increasingly on substance tests written into treaties and domestic law.
The OECD global minimum tax sharpens this. For groups in scope, a 15% effective floor applies regardless of headline rate, and the substance-based carve-out is calculated from real payroll and tangible assets in the jurisdiction. That changes the planning question from 'where is the rate lowest' to 'where does real activity sit and how is it evidenced'. A Swiss holding now has to be designed with both the legal substance and the Pillar Two arithmetic in mind from the start.
We assemble the structure and the substance together: the holding or finance entity, resident directors who genuinely act, registered premises, and entity management that documents the decision-making. Tax structuring sits on top of that base rather than substituting for it.
What this desk handles
The services this sector uses most
Each links to the service page itself. Most mandates here combine several; one partner co-ordinates them.
Substance
Swiss substance package
Premises, resident directors and documented local decision-making that evidence a real establishment.
Swiss substance packageMinimum tax
Pillar Two advisory
Model the 15% floor, the substance carve-out and the top-up exposure for groups in scope.
Pillar Two advisoryTax
International tax structuring
Treaty access, withholding and group financing planned around the substance you actually have.
International tax structuringVehicles
SPV administration
Run the financing and sub-holding vehicles the group uses, with their own substance.
SPV administrationGovernance
Directorship services
Resident directors who genuinely exercise authority, not nominees on a register.
Directorship servicesOngoing
Entity management
Keep the whole group's registers, filings and board records current and consistent.
Entity management Talk to the desk
Speak to a partner who knows the sector
No intake form to a junior, no call centre. The partner who reads your enquiry is the one who has run this structure before, and the one who will own your file. Outline your situation and you will have a considered reply, with the likely route and the next step, within one business day.
Why Goldblum and Partners
Swiss depth, one accountable partner
Substance is now where holding structures are won or lost. We build the legal substance and plan the Pillar Two position on one desk, have been independent since 2007, and have been ranked by IFLR1000 across editions from 2015 to 2026. The directors we provide actually act; the premises are real; the decisions are documented, which is what a tax authority looks for.
FAQ
Frequently asked questions.
01What makes a Swiss holding company 'real' rather than a letterbox that tax authorities will disregard?
A holding is real when it has three genuine elements: qualified people making actual decisions in Switzerland, a real office it genuinely uses (not just a nameplate), and documented evidence that it operates from Switzerland. A letterbox with only a registered address can be looked through by tax authorities and stripped of its benefits under residence, treaty, and anti-abuse tests.
02What is the participation deduction and who qualifies for it?
The participation deduction reduces tax on qualifying dividends and capital gains at the holding level. It applies where the holding has at least 10% of another company's capital or the stake is worth at least CHF 1 million (for dividends), and at least 10% held for at least one year (for capital gains). The deduction is proportional to the share of participation income in total profit, bringing qualifying income close to tax-free.
03Do I need to put actual people and offices in Switzerland for a holding company?
Yes. To be treated as Swiss-resident and to withstand anti-abuse scrutiny abroad, a holding needs real substance: a resident board that actually decides, an office the company genuinely uses, and genuine management activity in Switzerland. A structure relying on a Swiss rate or treaty benefits but with no real presence is challenged under place-of-effective-management and beneficial-ownership tests.
04What is the withholding tax on dividends from a Swiss holding, and how do treaties reduce it?
Switzerland levies a 35% withholding tax on dividends, but it is reduced or eliminated under the country-by-country double-tax treaty with the recipient's country, and for qualifying EU parents, under the Switzerland–EU agreement. Map the treaty position before the structure is set, so the dividend flow up to the ultimate owner is taxed according to the treaty, not at the headline rate.
05Why are cantons like Zug preferred for holding companies, and does Pillar Two change that?
Zug (11.71%) and Lucerne (11.66%) are used for their low headline corporate rates. However, Pillar Two (the OECD 15% minimum tax for groups over EUR 750 million consolidated revenue, in force since 1 January 2024) removes the shield a low rate alone used to provide. A low canton now helps only holding entities with genuine payroll and assets; it cannot shelter a holding with zero presence.
06Does my multinational group fall under Pillar Two, and what does that mean for a Swiss holding?
If your group has consolidated annual revenue of at least EUR 750 million in at least two of the four preceding financial years, Pillar Two applies. Switzerland's qualified domestic top-up tax (QDMTT, in force since 1 January 2024) tops up any Swiss entity with an effective rate below 15% to that floor. A low canton no longer shields profit on its own.
07How does real economic substance in Switzerland reduce my group's Pillar Two exposure?
The Pillar Two rules carve out a slice of income from the top-up calculation equal to a percentage of real payroll costs and the carrying value of tangible assets in Switzerland. In 2024, the carve-out is 9.8% of eligible payroll and 7.8% of tangible assets, stepping down to 5% for each by 2033. Real people and real assets reduce the income exposed to the 15% floor; a paper presence contributes nothing.
08Can a foreign parent company incorporate a Swiss holding directly?
Yes. A foreign company or individual can own a Swiss holding outright. The holding still needs a Swiss-resident director or officer and a registered office, and it needs enough substance to be respected as Swiss-resident for treaty purposes. A Swiss holding under a foreign group is common; the work is making the presence genuine so it is respected.
09If a foreign tax authority challenges whether my Swiss holding has real presence, what can I show them?
A defensible substance file contains contemporaneous evidence: board and management minutes showing decisions taken in Switzerland by the people responsible; employment or service contracts for the people doing the work; the lease or office documentation; records showing the bank account is managed locally; and bookkeeping kept in Switzerland. Authorities can tell contemporaneous evidence from a file assembled after the fact.
10What is the difference between economic substance and just having a registered address?
Economic substance is the genuine presence behind an address: real decision-making, qualified people, premises and activity in Switzerland, documented as it happens. A registered office is the statutory address an entity must have; substance is the genuine activity behind it. An office with mail handling satisfies the formal requirement but, standing alone, is the letterbox case that fails scrutiny.
The client's stories
What clients say
Rated 5.0 / 5 from 38 reviews on Google. Read them on Google →
“Perfekter Service! Wir wollten eine AG in der Schweiz übernehmen und hatten kaum Zeit – innerhalb weniger Tage war alles organisiert, inklusive Notar, Handelsregister und Bank.”
“We consulted Goldblum and Partners for structuring our crypto project under Swiss law. Their team was clear about the threshold between non-custodial and financial-intermediary status.”
“Équipe sérieuse. La documentation AML fournie était claire et adaptée à notre activité crypto. Je recommande.”
“Professionisti veri. Conoscono bene la legge svizzera e si sono occupati di ogni aspetto del passaggio azionario.”
Placing a holding or group structure in Switzerland?
Tell us your group, where value is created and whether Pillar Two applies. A partner will design a structure with substance that holds — and reply within one business day.
