Stablecoin issuer Switzerland: choosing the right licensing route

What FINMA's stablecoin guidance of 26 July 2024 changed

FINMA published its stablecoin guidance on 26 July 2024, and it settled a question that had remained open since fiat-referenced stablecoins first entered the Swiss market: exactly how do the existing statutory frameworks reach this instrument. The answer the guidance gave was precise on two fronts. First, a stablecoin that gives its holders a direct, fixed redeemable claim against the issuer is assessed as deposit-taking under the Banking Act. That characterisation is not unique to stablecoins; it follows from the same analysis applied to any financial product whose economic substance is holding and returning money on demand. The guidance confirmed that the token form does not alter the conclusion.

Second, the guidance identified the bank default-guarantee structure as a path that can keep an issuance outside a full banking licence. Where a regulated Swiss bank provides a default guarantee covering all of the holders' claims, the depositor protection that a banking licence would otherwise supply is provided by the guarantee instead. The guidance set the conditions: the guarantee must be genuine, the bank must be FINMA-licensed, and the arrangement must be confirmed in writing before tokens enter circulation.

The guidance also addressed the money-laundering and sanctions risks FINMA considers particular to stablecoins. A stablecoin functions as a payment instrument, and FINMA treats the issuer as owing the full anti-money-laundering duties of a financial intermediary, including identification of holders as customers. That duty sat in the Anti-Money Laundering Act before the guidance; the guidance confirmed it applies to stablecoin holders with full force. A project that issued a fiat-referenced token before 26 July 2024 without taking that analysis seriously is not protected by the date: the guidance clarified existing law rather than creating new obligations.

Why a fiat-referenced stablecoin usually means deposit-taking

The Swiss Banking Act defines deposit-taking broadly: accepting funds from the public as deposits, or any comparable transaction, is bank-like activity requiring a banking licence unless a specific exemption applies. The analysis does not turn on what an instrument is called; it turns on its economic substance. A fiat-referenced stablecoin that entitles each holder to redeem it at a fixed rate against the issuer creates a redeemable fixed-value claim. The issuer holds value on the holders' behalf and is obliged to return it. That is the economic core of a deposit, and Swiss regulatory analysis looks through the token form to reach it.

The redemption mechanics are the decisive point. If the coin gives each holder a claim to one Swiss franc, one US dollar or any other fixed sum, the issuer has a fixed liability to those holders. The reserve assets that back the coin, whether held in cash, short-term securities or any other form, are set against that liability. Operating that liability structure without a banking licence, or without an alternative structure confirmed by FINMA, means running an unlicensed deposit-taking business. The blockchain or tokenisation technology is irrelevant to that characterisation: a bearer token, a ledger entry and a blockchain record all engage the same analysis where the redeemable fixed claim is identical.

Three features increase the deposit risk where they are present. A high degree of price stability is the first: an issuer who actively defends a parity against a fiat currency is signalling a redemption commitment in practice even where documentation does not state it explicitly. Broad retail availability is the second: FINMA's concern is greatest where a product marketed to the general public holds savings-like balances on behalf of a large number of holders who have no particular sophistication about the regulatory underpinnings. Absence of genuine ring-fencing is the third: a reserve that also serves as the issuer's operating asset is not genuinely backing the holders' claims, and a regulator examining the structure will read through that arrangement to the effective liability.

The stablecoin regulation Switzerland analysis therefore begins with the redemption mechanics and the reserve, not with the token design or the marketing. Getting the first two elements wrong makes everything built on top of them fragile, regardless of the quality of the technical implementation.

The three current routes: a regime comparison

The Swiss Banking Act, the Collective Investment Schemes Act, and the proposed Payment Instrument Institution framework together define the routes available to a stablecoin issuer in Switzerland as of July 2026. The choice between them is not a labelling decision: it follows from how the redemption claim and the reserve are structured.

Two points on the table deserve emphasis. The FinTech licence row sits between the full banking licence and the guarantee route because it is structurally available to a stablecoin issuer whose coin creates a deposit, but the CHF 100 million cap makes it a constrained answer for any issuance intended to reach meaningful scale. The proposed 2027 licence would remove that cap and is specifically designed to address the gap. The collective investment row suits a different design: it requires genuinely delegating the management of the reserve to an independent fund manager, which changes the economic model of the issuance from a direct issuer liability to a managed fund interest.

The bank default-guarantee route and its limits

FINMA's stablecoin guidance of 26 July 2024 confirmed that the bank guarantee structure is a recognised path out of the full banking licence requirement, and it is the route most commonly analysed for project-stage stablecoin issuers. Understanding its limits is as important as understanding its availability.

The guarantee works as a substitute for the depositor protection a banking licence would otherwise provide. Instead of the issuer being prudentially supervised to protect its depositors, a FINMA-licensed bank stands behind the holders' claims directly. If the issuer fails, the bank honours the redemption. FINMA accepts this structure as sufficient to remove the issuer from the banking authorisation requirement because the protective function of the licence is supplied by another regulated entity.

Three conditions are non-negotiable. The guarantee must cover all holders' claims: a partial guarantee, or one that covers only a percentage of outstanding tokens, does not satisfy the requirement. The bank providing the guarantee must hold a Swiss banking licence, and the guarantee must be a genuine third-party credit exposure of the bank, not a related-party arrangement or a guarantee by a special-purpose vehicle that the issuer controls. And the entire structure must be reviewed and confirmed by FINMA in a ruling before any token is issued or sold, because a guarantee arrangement that FINMA would not recognise confers no protection on either the issuer or the holders.

In practice, the route carries two additional limits that the legal framework alone does not show. The first is bank willingness. Obtaining a guarantee from a licensed Swiss bank requires the bank to accept a credit and reputational exposure to the stablecoin project and its issuer. That assessment looks like a lending or product approval decision on the bank's side: the bank examines the issuer's governance, the reserve design, the AML framework and the distribution plan before accepting the exposure. A project-stage issuer without established institutional standing may not satisfy that bar without significant preparatory work. The second is cost. The bank guarantee is a contingent liability on the bank's balance sheet and is priced accordingly. The ongoing cost of the guarantee reduces the economic return from the reserve, which affects business models that depend on reserve income to fund operations. The bank guarantee route suits issuers with the institutional quality and the operating economics to carry it; it is not a shortcut for an early-stage project.

AML and GwG duties: identifying holders as customers

The Anti-Money Laundering Act (GwG/AMLA, SR 955.0) treats a stablecoin issuer as a financial intermediary, which brings the full suite of customer identification and monitoring duties that the Act imposes on financial businesses. FINMA's position, confirmed in the July 2024 guidance, is that the holders of the stablecoin are the issuer's customers for AML purposes.

The practical meaning of that position is demanding. The issuer must identify each holder before issuing tokens to them, verify the identity of the beneficial owner behind any legal entity that holds tokens, and conduct ongoing monitoring of transactions consistent with a risk-based AML framework calibrated to the payment instrument risk. The Travel Rule also applies to transfers of the stablecoin above the relevant threshold, requiring sender and recipient information to accompany transfers between virtual asset service providers.

The challenge is not the legal framework but its implementation for a freely circulating token. A stablecoin is designed to change hands. Secondary market trading after initial issuance potentially creates new holders who have not been through the issuer's onboarding process. Each transfer on a secondary market in principle creates a new customer relationship that the AMLA requires the issuer to manage. The AML architecture for a stablecoin therefore has to address not only initial issuance but the ongoing circulation of the token, which is technically and operationally harder than the KYC requirements for a closed product with a fixed customer list.

Non-compliance with AMLA duties carries regulatory consequences beyond fines. FINMA may intervene to prohibit further issuance or require remediation. In our advisory practice, we structure the AML framework for stablecoin issuers as a first-order design question, because the holder-identification architecture constrains which distribution models are feasible from a compliance standpoint, and a distribution plan that cannot support compliant holder identification is not a viable distribution plan.

The 2027 reform and the Payment Instrument Institution licence

The Federal Council opened a consultation in October 2025 on revisions to the Financial Institutions Act that would create a Payment Instrument Institution (PII) licence. As described in our guide to the payment institution licence, the proposed PII licence would place stablecoin issuers, e-money businesses and other payment-instrument providers under direct FINMA supervision, replacing the FinTech licence as the primary route for these models. Three features of the proposal are directly relevant to stablecoin issuers.

First, the CHF 100 million deposit cap that currently constrains the FinTech licence would be removed. That cap is the binding constraint preventing any stablecoin aimed at meaningful scale from using the FinTech route: a coin that expects to have more than CHF 100 million in circulation cannot legally stay within that licence. The PII licence addresses this directly.

Second, client funds would be required to be segregated, which is a consumer protection requirement that brings the PII licence closer to what the bank guarantee route provides by other means. Segregation means that in a PII licence holder's insolvency, the holders' reserve funds are not available to the issuer's other creditors.

Third, the proposed reform would create a specific framework for fully-backed, single-currency stable payment crypto-assets, giving stablecoin issuers a defined category within Swiss law rather than requiring them to fit into banking or collective-investment frameworks designed for different products.

The reform is expected to take effect around 2027, subject to parliamentary approval, as of July 2026. For an issuer launching before 2027, the choice is between structuring under the existing regime and planning a transition into the PII licence when it arrives, or accepting a longer lead time to launch under the incoming framework. The second option is viable only if the model depends specifically on the features the PII licence provides and cannot be adapted to fit the existing routes. The first option requires that the existing structure be built with the 2027 conversion in view, which means the reform is part of the design brief even before it is in force.

MiCA and Switzerland: why the two regimes do not overlap

The EU's Markets in Crypto-Assets Regulation (MiCA), which is now fully in force across the EU, creates two categories for fiat-referenced stablecoins: asset-referenced tokens and e-money tokens. An e-money token issuer authorised in one EU member state receives a passport allowing distribution across all EU member states without seeking separate national approval in each. That passport is a feature of the EU single market and is specific to the MiCA framework.

Switzerland is not an EU member state and is not covered by MiCA. A Swiss-authorised stablecoin issuer holds no EU passport. The two regimes are separate and do not delegate to each other. An EU MiCA-authorised issuer distributing a stablecoin into Switzerland still engages Swiss law, including the Banking Act deposit analysis and the AMLA duties, if the distribution targets Swiss holders. And a Swiss-authorised issuer offering the token into EU member states as a regulated e-money or asset-referenced instrument requires EU authorisation under MiCA in addition to the Swiss approval.

For a founder with a distribution plan covering both Switzerland and the EU, the practical consequence is that two separate authorisation work-streams are required. Both regimes assess the same stablecoin against their own frameworks; neither treats the other's approval as sufficient. The design decisions that matter for both, in particular the redemption mechanics and the reserve structure, should be settled early enough that the coin can satisfy both analyses. MiCA and Swiss law reach several of the same conclusions through different routes: both treat a fixed-redemption stablecoin as a regulated instrument, both require strong AML controls, and both expect a written regulatory position before issuance. The licensing architecture, supervisory chain and ongoing obligations differ enough that they are genuinely separate projects from an authorisation standpoint, not two steps in a single process.

When the deposit-taking analysis does not apply

The Banking Act's deposit analysis does not reach every token that markets itself as a stablecoin, and identifying the exceptions early avoids unnecessary regulatory work on projects that genuinely fall outside the framework.

A token that is marketed as stable but which in fact gives no right of redemption against the issuer, and involves no issuer commitment to maintain a parity, is not a deposit in the Swiss sense. An algorithmic design that attempts to hold parity through protocol mechanics rather than an issuer's promise may, if genuinely constructed that way, avoid the direct redeemable claim. However, FINMA's assessment focuses on economic substance: an issuer who informally defends a parity in practice, or where market participants reasonably rely on redemption, will not escape the Banking Act analysis on the basis that no written promise appears in the documentation. The question is how the coin functions, not how it is described.

A stablecoin used solely within a closed system, where no external transfer is permitted and the token can only be spent inside a defined platform, may fall outside the broader deposit and AML perimeter depending on the specific design. The scope of closed-loop exemptions under Swiss law is narrow and fact-specific, and the analysis requires a concrete review of the token's technical constraints and commercial terms rather than a general principle.

A token that references a commodity or basket of assets rather than a fiat currency raises a different primary question: whether it is an asset token (a security) under FINMA's classification framework, as set out in the guide to Swiss token classification. The structuring discipline and the need for a FINMA ruling before issuance remain the same, but the analysis is asset-token-led rather than deposit-led.

Finally, a project that is still at the design stage and has not yet issued a token has no current regulatory breach, but it does have a structuring decision that must be made before launch. The regime analysis is a pre-issuance design discipline rather than a post-issuance audit. A token that enters circulation with a redeemable fixed-value claim and no confirmed regime structure is immediately in an unlicensed position. The analysis, the reserve and guarantee design, the AML build and the FINMA ruling all have to precede issuance. For founders at that stage, the starting point is the structuring work set out on the stablecoin issuance page.