This is an automated translation.
The SwissHoldings Session Preview informs about issues relevant to our association discussed at the summer session 2025. The Preview contains a brief overview of the issues, the current state as well as the recommendations of our association.
National Council
23.3224 Institutional Reform of the Competition Commission
Recommendation: SwissHoldings supports the critical examination and thorough review of the institutional reform and calls for a clear separation between investigating and decision-making authorities and therefore supports the motion.
On the agenda on 4th of June 2025
The functioning of the Competition Commission (COMCO; WEKO in German) is being criticized, particularly regarding communication, disregard for the presumption of innocence, duration of proceedings, and availability. An institutional reform is being called for to review the Commission’s structure, powers, and resources. A functional separation between prosecutor and adjudicator must be ensured. A previous attempt at legislative reform was rejected, but the Federal Council now plans a renewed assessment. The creation of an independent court for cartel sanctions is under discussion to strengthen the rule of law.
On 15 March 2024, the Federal Council mandated the Federal Department of Economic Affairs, Education and Research (EAER; WBF in German) to draft a reform proposal by mid-2025. This is based on the final report chaired by former Federal Judge Hansjörg Seiler, which found COMCO to be generally effective and free of rule-of-law deficiencies. However, separation of functions should be strengthened—e.g. the Secretariat should conduct investigations without involving COMCO, which would remain a part-time authority. Delegating procedural tasks to a designated officer is also under review. The Federal Council also aims to strengthen the appeals process at the Federal Administrative Court by appointing part-time expert judges. These steps follow the expert commission’s recommendations. Consultation documents on the institutional reform are expected by the end of June 2025. Given the ongoing potential for rule-of-law improvements, the Council of States adopted Motion Wicki (Français) 23.3224 on 17 March 2025, calling for a functional separation of prosecutor and judge. On 31 March 2025, the preparatory committee EATC-N also recommended adoption.
The intended changes show a clear commitment to modernizing and strengthening the existing institutional structures in the area of competition law. However, it will need to be examined whether the proposed changes, namely no system change, are effective. SwissHoldings has positioned itself accordingly in the consultation with the publication of the position paper on May 9, 2025, and advocates for a separation between investigating and decision-making authorities.
Felix Küng Legal Manager
felix.kueng@swissholdings.ch | +41 (0)31 356 68 64
23.047 Partial Revision of the Cartel Act
Recommendation: SwissHoldings explicitly supports the compromise proposal of the National Council’s Economic Affairs and Taxation Committee (EATC-N) on the partial revision of the Cartel Act.
On the agenda on 4th of June 2025
On 24 May 2023, the Federal Council adopted the dispatch on the partial revision of the Cartel Act (23.047). The revision aims to modernise Swiss merger control and align it with international standards. It also seeks to strengthen civil antitrust law and make the opposition procedure more practical. The EATC-N concluded its deliberations at the end of March 2025 and took key SwissHoldings proposals into account.
The Council of States debated the proposal in the 2024 summer session and rejected the obligation for the competition authorities to demonstrate harm. The EATC-N began its deliberations on 8 October 2024. In its final vote on 31 March 2025, the majority of the committee proposed, for Article 5(1bis) and Article 7(3) of the CartA, that competition authorities must assess the admissibility of restrictions on a case-by-case basis, using empirical evidence and the specific circumstances of the relevant market to reach an overall judgment.
SwissHoldings expects that, in contrast to the Council of States’ position, authorities and courts will again be required to consider the actual effects of agreements or conduct and demonstrate harm to competition. SwissHoldings has consistently advocated during the legislative process for a clear return to an effects-based, case-by-case analysis. From our perspective, the EATC-N majority’s proposal represents a viable and balanced solution. We also welcome the introduction of the compliance defense. However, we take a critical view of the proposed adjustments to the opposition procedure: the instrument remains unattractive and does not enhance legal certainty, as it is triggered at the initiation of proceedings rather than upon the finding of illegality.
Felix Küng Legal Manager
felix.kueng@swissholdings.ch | +41 (0)31 356 68 64
24.046 Proposal of the Federal Council. Federal Act on the Transparency of Legal Entities and the Identification of Beneficial Owners
Recommendation: SwissHoldings recommends supporting the proposal but is critical of splitting it into Draft 1 (transparency register) and Draft 2 (due diligence for advisory activities) ahead of the 2027 OECD country review. Against this background, SwissHoldings advocates that the matter be treated together.
On the agenda on 12 June 2025 in the National Council (draft 1) and on 17 June 2025 in the Council of States (draft 2)
The federal legislation on transparency of legal entities and identification of beneficial owners pursues two key objectives: First, to enhance transparency of legal entities by allowing authorities more efficient identification of beneficial owners through the creation of a federal register (Draft 1). Second, to improve the effectiveness of anti-money laundering (AML) efforts by extending due diligence obligations under the Anti-Money Laundering Act (AMLA; GWG in German) to certain advisory services (Draft 2). The proposed measures are designed to meet the international standards of the Financial Action Task Force (FATF) and the Global Forum on Transparency and Exchange of Information for Tax Purposes.
On 22 May 2024, the Federal Council adopted its dispatch on strengthening AML measures. In autumn 2024, the Council of States’ Legal Affairs Committee (LAC-S) decided to split the proposal. This approach was later supported by the National Council’s Legal Affairs Committee (LAC-N) and the co-report from the Economic Affairs and Taxation Committee (EATC-N).
Draft 1 – Transparency Register: On 11 April 2025, LAC-N completed deliberations on the register and rejected the presumption of correctness. As proposed by the Federal Council, entries in the register are to have declaratory effect only. The committee also proposes deleting the duty of financial intermediaries to report discrepancies in the register (Art. 38).
Draft 2 – Partial revision of AMLA: On 15 May 2025, LAC-S discussed Draft 2. In a concept vote, the committee supported a risk-based approach, under which due diligence requirements would be extended to the activities of advisors.
SwissHoldings supports the proposal in principle. In light of the upcoming FATF country review in 2027, our association is critical of the decision to split the bill. While we have come to accept the separation, we stress that parliamentary deliberations on Draft 2 must be completed in time to avoid weakening Switzerland as a business location. One key point remains in need of adjustment: Full exemption for listed companies and their subsidiaries: SwissHoldings calls for a full exemption of listed companies and their subsidiaries from inclusion in the transparency register. Such registration is unnecessary, as strong disclosure obligations for shareholders and beneficial owners already apply from a 3% threshold. In addition, accounting and reporting standards for listed companies, including those of SIX Swiss Exchange, require disclosure of subsidiaries—ensuring high transparency. If a full exemption is not granted, the threshold for exemption should at least be reduced from over 75% to over 50%, since a shareholding above 50% constitutes control of the subsidiary by the parent.
Felix Küng Legal Manager
felix.kueng@swissholdings.ch | +41 (0)31 356 68 64
Council of States
24.088 Double Taxation. Agreement with Hungary
Recommendation: SwissHoldings supports ratifying the Double Taxation Agreement (DTA) with Hungary. It strengthens economic cooperation, legal certainty, and aligns with international standards.
On the agenda on 10th of June 2025
The protocol amending the DTA with Hungary implements key elements of the OECD’s BEPS minimum standards, including an anti-abuse rule and mandatory effective mutual agreement procedures. A key positive feature is the agreed arbitration clause, which ensures the actual elimination of double taxation—a priority for internationally active companies. Hungary also accepts mutual agreement solutions beyond domestic time limits.
The Federal Council has signed the protocol amending the DTA with Hungary. In the 2025 spring session, the Economic Affairs and Taxation Committee of the Council of States (EATC-S) unanimously proposed adopting the amendment already approved by the National Council. Parliamentary approval is therefore imminent.
SwissHoldings fully supports aligning the DTA with international standards. The introduction of an arbitration clause is particularly welcome from an industry perspective, as it provides legal certainty for cross-border businesses. Hungary’s acceptance of mutual agreement outcomes beyond statutory deadlines reflects economic reality: a late solution is better than double taxation. Overall, the protocol strengthens Switzerland as a business location and deserves the support of both the Federal Council and Parliament.
Martin Hess Head Tax Policy & Member of the Executive Committee
martin.hess@swissholdings.ch | +41 (0)78 805 04 95
25.031 Protocol of Amendment to Modernise the Free Trade Agreement between the EFTA States and Chile
Recommendation: SwissHoldings recommends following the proposal of the FAC-S to proceed with the matter and approve the modernised free trade agreement with Chile.
On the agenda on 11th of June 2025
The modernised free trade agreement with Chile significantly expands the sectoral scope by covering almost all goods and services – including financial services – as well as aspects such as technical trade, public procurement, digital trade and intellectual property. It guarantees almost complete tariff exemption (99.99%) for Swiss exports to Chile and brings commitments around services and market access up to date. It also contains new chapters on sustainable development and small and medium-sized enterprises, which are based on the current EFTA model approaches.
The National Council approved the modernised free trade agreement with Chile on 12 March 2025. The Foreign Affairs Committee of the Council of States (FAC-S) has also recommended the adoption of the amending protocol.
SwissHoldings welcomes the modernisation of the free trade agreement with Chile, as it will help strengthen competitiveness and improve market access for Switzerland’s export-oriented economy. Free trade agreements with partners outside the EU are a key instrument for preventing discrimination and promoting foreign trade diversification. The modernised agreement with Chile closes important gaps in the original treaty, particularly in the areas of financial services, intellectual property, trade and sustainable development, and digital trade, thereby creating greater legal certainty and fairer competitive conditions compared with other trading partners such as the EU.
Denise Laufer Head Economics & Member of the Executive Committee
denise.laufer@swissholdings.ch | +41 (0)76 407 02 48
24.073 Implementation and Financing of the Initiative for a 13th AHV Pension
Recommendation: SwissHoldings recommends adopting the Federal Council’s proposal to design the 13th AHV pension as a one-time annual 13th pension payment and to approve it materially. We thus follow the decisions of the Council of States and the National Council’s Committee for Social Security and Health.
On the agenda on 12th of June 2025
The implementation and financing of the 13th Old Age and Survivors’ Insurance (OASI; AHV in German) pension consists of three drafts. Draft 1 concerns implementation (i.e. a 13th monthly pension per year), Draft 2 deals with financing, and Draft 3 involves the federal decree on additional financing of OASI through a value-added tax (VAT) increase. On 4 December 2024, the Council of States approved the Federal Council’s plan to introduce the 13th pension from 2026. The question of financing will be addressed in 2025. As in the Council of States, the National Council’s Committee for Social Security and Health (SSHC-N) unanimously approved Draft 1. The committee considers the proposed modalities and payout schedule pragmatic: from 2026, the 13th OASI pension is to be paid annually in December to those entitled to an old-age pension. It will not affect monthly pension levels and will not be counted when calculating entitlement to supplementary benefits.
In the 2025 spring session, the National Council unanimously adopted Draft 1 for implementing the 13th OASI pension. Annual payment in December from 2026 is now enshrined in law. However, the financing remains unresolved. On 4 April 2025, the Council of States’ Committee for Social Security and Health (SSHC-S) discussed Drafts 2 and 3 and adopted a two-step financing model. This includes a 0.4 percentage point increase in salary contributions from 2028 and a gradual VAT increase of up to 1 percentage point. The SSHC-S approved both drafts in their final votes.
SwissHoldings welcomes:
- the design as an explicit 13th monthly pension;
- that the additional OASI costs are to be financed exclusively via VAT increases;
- the reduction in the federal contribution rate from 20.2% to 19.5% in connection with the financing.
At the same time, SwissHoldings notes that the OECD minimum taxation has already reduced Switzerland’s attractiveness due to the increased tax burden. Other location factors are therefore gaining in importance. Payroll-related costs, such as social security contributions, raise employment costs in Switzerland and are passed on directly to employees in the form of lower net wages. This applies to both employee and employer contributions. Switzerland’s comparatively low payroll costs are a competitive advantage that must be preserved. SwissHoldings also emphasises the importance of stability and legal certainty—this includes stable payroll contributions.
Martin Hess Head Tax Policy & Member of the Executive Committee
martin.hess@swissholdings.ch | +41 (0)78 805 04 95
25.3035 U-turn in Sustainability Regulation. Impact instead of Administration. Is the Federal Council following suit?
Recommendation: SwissHoldings welcomes a well-founded debate on the direction of sustainability regulation. The focus should be on effectiveness and international compatibility – not additional bureaucracy.
On the agenda on 16th of June 2025
The interpellant would like to know whether the Federal Council also sees a need for action in view of recent developments in the EU, particularly the Omnibus Regulation of 26 February 2025 on the reduction of excessive sustainability regulations. He asks whether the Federal Council shares the view that the Swiss economy is also increasingly suffering from administrative burdens, particularly around sustainability reporting, and whether the focus should once again be on the impact of measures rather than on bureaucratic effort in future. He also asks whether additional national special regulations (Swiss finish) should be dispensed with to exploit international scope and strengthen the economy’s innovative strength. Finally, he would like to know whether the Federal Council is prepared to put sustainability regulations on hold, review ongoing projects and streamline existing regulations in a targeted manner.
In its response dated 15 May 2025, the Federal Council stated that it remains committed to a balanced sustainability policy, is guided by international standards and wants to avoid unnecessary bureaucracy. SMEs already receive support. The Federal Council is reviewing adjustments in light of developments in the EU and will decide by 2026 at the latest.
In Switzerland, regulations on human rights and environmental due diligence and transparency were introduced as part of the indirect counterproposal to the Responsible Business Initiative. Considering the changes in the Omnibus Package, Swiss regulations are in line with the EU approach and even go further around child labour. The Federal Council has been considering further developments to these rules for some time. In October 2023, for example, it conducted a consultation on extending reporting requirements. However, the new corporate responsibility initiative is already obsolete before it has even been submitted, as it is closely based on the original version of the CSDDD, which is now being revised by the Omnibus Regulation.
The goal of ensuring that sustainability remains broadly anchored in the economy remains undisputed. SwissHoldings supports the position communicated by the Federal Council this spring to await the ongoing review process at EU level before making final decisions on the further development of Switzerland’s own rules. A ‘Swiss finish’ would place an unnecessary burden on Swiss companies and put them at a disadvantage in international competition. What is crucial is practical regulation that promotes sustainable development without overburdening companies. Otherwise, there is a risk of companies withdrawing from difficult markets or severing business relationships – the opposite of what is intended.
Denise Laufer Head Economics & Member of the Executive Committee
denise.laufer@swissholdings.ch | +41 (0)76 407 02 48
24.082 For a Social Climate Policy – Fairly Funded through Taxation (Initiative for a Future). Popular initiative
Recommendation: SwissHoldings recommends following the National Council committee majority and swiftly submitting this highly damaging initiative to the people and cantons for rejection without a counterproposal.
On the agenda on 17th of June 2025
On 13 December 2024, the Federal Council adopted its dispatch on the popular initiative «Für eine soziale Klimapolitik – steuerlich gerecht finanziert (Initiative für eine Zukunft)» [For a Social Climate Policy – Fairly Funded through Taxation (Initiative for a Future)]. The Federal Council opposes the initiative by the Young Socialists (JUSO) without a direct or indirect counterproposal. The initiative demands a federal inheritance and gift tax of 50% on transfers exceeding CHF 50 million, with two-thirds of the revenue allocated to the Confederation and one-third to the cantons. Funds would be earmarked for a “socially just fight against the climate crisis” and a “comprehensive transformation of the economy.” The initiative stipulates retroactive tax application from the date of the vote, once implementing legislation is in place.
On 21 January 2025, the Economic Affairs and Taxation Committee of the National Council (EATC-N) recommended rejecting the initiative without a counterproposal. In the 2025 spring session, the National Council followed this recommendation, rejecting the initiative by 132 votes to 49, with 8 abstentions. On 25 March 2025, the Economic Affairs and Taxation Committee of the Council of States (EATC-S) also rejected the initiative by 11 votes to 2, deciding against a counterproposal.
The JUSO initiative is already harming Switzerland as a business location. Although the Federal Council’s dispatch from December 2024 makes it clear that an exit tax is legally out of the question, the initiative is already deterring relocations to Switzerland and fuelling legal uncertainty. Its adoption would have massive consequences for Switzerland’s economic competitiveness. A 50% tax would make internal succession planning impossible for medium-sized Swiss family businesses. These companies would be forced to sell, often ending up in foreign hands. The model of the owner-managed, multi-generational Swiss SME—whose owners are key taxpayers—would cease to exist. In addition to SMEs, many internationally active Swiss groups would also be affected. Nearly half of the SwissHoldings member companies fall into this category, and many of their owning families have already taken precautionary measures. If implemented, these measures would have serious consequences for both the Swiss economy and public finances. Rather than generating additional revenue, the initiative would lead to losses. To maintain the current level of public services following a potential “yes” vote, the middle class and Swiss SMEs would be required to bear a significantly higher tax burden. According to Professors Föllmi and Legge of the University of St. Gallen (HSG), a 50% inheritance and gift tax would significantly reduce domestic wealth creation, shift ownership structures from domestic to foreign investors, increase capital costs, and reduce investment. A “yes” vote would trigger a wave of forced sales among medium and large family businesses, along with a marked decline in their investments and employment figures. The hollowing out of medium and large SMEs could polarise the Swiss economy, leading to a concentration of many small companies on the one hand and a few large corporations on the other, diminishing the role of the middle class. The initiative must be submitted to the people and cantons—without a counterproposal. A clear rejection at the ballot box is essential for safeguarding Switzerland’s business base, as it is the only way to preserve medium-sized and multinational family businesses and prevent their sale abroad.
Martin Hess Head Tax Policy & Member of the Executive Committee
martin.hess@swissholdings.ch | +41 (0)78 805 04 95
