The case

The Federal Council proposes that dividends paid to entrepreneur-shareholders exceeding 15 % of the tax value of their participation should be partially subject to AHV contributions, irrespective of whether any abusive arrangement is involved. The provision applies to participations representing at least 10 % of the nominal or share capital. One-off distributions, including liquidation proceeds, are excluded from its scope.

Source: VZ VermögensZentrum

The commentary

Business associations oppose this proposal. Existing legislation already provides mechanisms to address abusive arrangements, making a rigid distribution threshold both unnecessary and disproportionate. Dividends represent a return on invested capital and should not, as a matter of principle, be treated as “disguised salary.”

According to business associations the proposed rule would create significant legal uncertainty and could incentivise companies to retain profits instead of distributing them. It could also lead to lower tax revenues and make SME succession planning more difficult. A blanket threshold risks producing unintended economic consequences without adequately distinguishing between legitimate returns on capital and genuinely abusive remuneration structures.