Regulations for SRO license in Switzerland

Supervised by a Self-Regulatory Organization (SRO), which is authorized and monitored by the Swiss Financial Market Supervisory Authority (FINMA), these regulatory bodies play a crucial role in overseeing the Swiss financial sector. Their primary objectives include:

  • Upholding Switzerland’s reputation as a leading global financial center, ensuring it remains a secure and reputable hub for financial services and transactions.
  • Regulating and overseeing SROs, fostering compliance, transparency, and fairness among industry participants.
  • Enforcing strict adherence to the Swiss Anti-Money Laundering Act and other relevant regulations, setting and implementing high regulatory standards to maintain the integrity of the Swiss financial market.
  • Granting licenses to SROs and ensuring their operations align with the regulatory framework, while also revoking licenses when necessary to maintain market compliance and integrity.
  • Protecting consumers and investors through diligent regulatory oversight, thereby enhancing the security and trustworthiness of the SRO sector in Switzerland.

Taxation of SRO companies in Switzerland

  • Corporate tax – 11-12% (Zug)
  • No Capital gains tax
  • VAT – 8.1%

Types of SRO licensing in Switzerland

Permitted activitiesDescription of activity
Payment Processing
  • Facilitate payments and handle processing tasks.
  • Enable cash withdrawals from a payment account
  • Transfer funds or crypto, including electronic transfers.
  • Accept or assist in the transfer of third-party assets.
Crypto Services
  • Provide custody of crypto in segregated wallets (unlimited) and omnibus wallets (limited to 1 million CHF).
  • Perform ICOs, STOs, or ISPOs, with the capability to issue a fiat-backed stablecoin with a 1:1 ratio.
  • Operate crypto-to-crypto and fiat-to-crypto exchanges.
Card Issuance
  • Issue and manage payment instruments.
  • Act as a payment service provider.
  • Provide credit and debit card services.
Brokerage and Trading
  • Trade in cryptocurrencies, currencies, metals, and commodities.
Accepting Deposits
  • Accept deposits from the public, with a limit of 1 million CHF.

Overview of requirements to obtain SRO license in Switzerland

  • Ensure legal operation by incorporating under the Swiss Companies Act
  • Appoint a local AML officer and a local director to meet regulatory and operational requirements
  • Contribute required share capital in accordance to company type (20,000 CHF or 100,000 CHF)
  • Establish a physical office in Switzerland to confirm compliance and strengthen the firm’s local presence.
  • Set up a corporate bank account and a safeguarding account to manage financial transactions and protect customer funds

Estimated time frames to obtain SRO license in Switzerland

Company formation

1-2 weeks

Documents preparation

1 month

SRO license obtainment*

8-12 weeks

Operational implementation

4 weeks

*The timeline also depends on the workload of FINMA and any clarifications and queries that FINMA may request in relation to the application.

Legal services for obtaining SRO license in Switzerland

Basic Package

16,480 EUR initial set up

  • Legal support with Fintech expert during the project
  • Company name verification and reservation
  • LLC Company registration
  • Assistance with share capital registration
  • Corporate documents
  • AML/KYC Policy
  • Due-diligence for shareholder
  • Registration with FINMA Registration with Zug business register

Registration of the SRO licensed company under the minimum regulatory requirements

Additional services on request

  • Physical office space rental, including rental agreement
  • Provision of dedicated local compliance officer
  • Provision of local director with financial background
  • Individual business plan
  • Corporate bank account for high-risk
  • Accounting services
  • Apostilled corporate documents
  • Provision of a legal address
  • Introduction to confirmed software provider
  • Legal framework for Token Issuance
  • Tailored AML policies
  • Legal support

Ready-Made solution

available on request

  • Registered company
  • Legal address for 1 year
  • No debts, no liabilities – clean company
  • Active license
  • Corporate documents
  • Assistance with transfer of ownership

Edgar Mironov

Head of FinTech Projects

Requirements for SRO licensing in Switzerland

List of required documents

  • CVs and Qualifications: Submission of CVs for shareholders and key team members to demonstrate their skills and suitability for operating in a regulated financial environment.
  • Source of Funds/Source of Wealth (SoF/SoW): Documentation for shareholders holding more than 10% of shares, validating the origins of their funds and wealth.
  • Detailed Description of Business Model: A comprehensive outline of the company’s services, target markets, and operational approach.
  • Business Plan: A thorough business plan covering strategic objectives, service offerings, market analysis, and financial projections.
  • License Application: Completion and filing of the official application for the SRO license in Switzerland.
  • Internal Policies and Manuals: Development of internal policies for compliance, operational processes, and client management.
  • KYC/AML Agreements: Agreements with service providers for Know Your Customer (KYC) and Anti-Money Laundering (AML) procedures.
  • Articles of Association/Memorandum: Submission of foundational corporate documents outlining the company’s governance structure.
  • Proof of Business Address: Verification of a physical office in Switzerland to confirm the operational base and compliance with local regulations.
  • Documents Confirming Payment of Authorized Share Capital: Proof of capital required for the company’s structure and operations.
  • Confirmation of Opening a Corporate Account: Documentation confirming a corporate bank account in Switzerland.
  • Non-criminal Record: Submission of clean criminal record certificates for significant shareholders and key team members.

Share Capital and Government Fees

  • Minimum Share Capital: For Sarl company type the minimum share capital requirements is 20,000 CHF and for SA company type at least 100,000 CHF. The share capital can be used for operational purposes. In addition, the share capital can be registered in cryptocurrency.
  • Government Fees: The application fee for SRO license in Switzerland is 2000-4500 CHF, Depending on SRO.

Personnel Requirements

  • AML Officer: Appointment of an AML officer based in Switzerland. If outsourced, the officer must be supervised by a Swiss board member.
  • Board Member: At least one board member with single signatory rights, domiciled in Switzerland.
  • Director: Designation of a director to oversee company operations.
  • External Auditor: Appointment of an external auditor to ensure compliance and accountability.

Business premises requirements

  • To obtain a SRO license it is required to establish a physical office in Switzerland to house staff, manage data, and ensure compliance with regulatory authority requirements.

Roadmap of the project

For more detailed road map of the project and commercial offer – get in touch with our Fintech professional.

Edgar Mironov

Head of FinTech Projects

1

Document Preparation and Analysis

Beginning with the analysis of the documentation package and business model provided by the shareholders. During this stage, preparing the necessary documentation pack for license obtainment, ensuring compliance with Swiss SRO requirements.

2

Company Incorporation and Team Setup

Incorporating a company under the Swiss Companies Act, then initiating the HR process to hire necessary local personnel. This involves appointing a local AML officer and a local director, ensuring their roles meet regulatory guidelines.

3

License Preparation

Developing and finalizing the required documentation and policies needed for the license application. This includes internal controls, compliance manuals, and operational plans. Officially initiating the license obtainment process with the relevant authorities.

4

Application Review

Submitting the application to the SRO and engaging in communication with the SRO representative. Addressing any additional questions or requests for clarification to ensure the smooth progression of the application process.

5

Corporate Account Opening

Collecting the necessary documents to initiate the corporate account setup. Selecting the financial institution that best aligns with the company’s business model and regulatory requirements.

6

Operational Implementation and Going Live

After receiving the SRO license, completing the final compliance and IT tools setup to ensure readiness for operational activities. Conducting the initial operational launch, marking the start of official business activities under the Swiss SRO framework.

Advantages of SRO license in Switzerland

Links for legislation related to SRO business in Switzerland

Governs the formation, registration, and operation of companies in Switzerland, setting rules for corporate structure, shareholding, and company governance.

Establishes the legal framework for anti-money laundering and combating terrorist financing in Switzerland, outlining compliance requirements for companies and financial institutions.

Regulates the financial markets in Switzerland, focusing on market conduct, infrastructure, and securities and derivatives trading.

Provides the legal framework for cryptocurrency transactions and distributed ledger technology (DLT) in Switzerland, detailing regulations for crypto assets.

Switzerland SRO license regulatory body - FINMA

These descriptions provide a quick overview of each act’s main purpose and its role in the regulatory landscape for obtaining SRO license in Switzerland.

FAQ about SRO license in Switzerland

1. Why choose Switzerland for setting up your fintech business?

Switzerland stands out for its prestige and reputation as one of the best banking countries. It's also known for its relatively quick process for obtaining a fintech license. An added benefit is the ability to provide both crypto and payment services under a single company.

2. Who can apply for a Swiss SRO license?

The local authority considers your previous experience, education, and reputation during the application process. While there's no definitive answer to who is suitable for licensing, companies with prior operations in other jurisdictions are typically viewed favorably. Switzerland also welcomes newcomers, provided they have the required expertise and a solid business model.

3. How long does it take to get licensed in Switzerland?

The licensing process for a Swiss SRO takes approximately 1 to 4 months, depending on the regulatory workload and any additional questions from the authority during the application process.

4. Should I establish an office in Switzerland?

Yes, securing an office space in Switzerland is essential for storing company documentation and providing a workspace for your staff, which is a requirement for regulatory compliance.

5. What is the taxation in Switzerland?

Tax rates in Switzerland vary by region. At Legalaes, we often recommend registering a company in Zug, which offers a corporate tax rate of 11-12%, providing an optimal balance for business operations.

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