Commercialise
Licensing agreements
The licences that set royalties, territory and quality control, holding up for tax and transfer pricing.
Licensing agreementsIP holding
company
A Swiss company that owns the group’s trademarks, patents and know-how, and licenses them to the businesses that use them, ring-fencing valuable assets from operating risk and creating a clear royalty flow. It works only with real substance and arm’s-length licence terms; without them it is a structure on paper that a tax authority looks straight through. We build the substance, price the licences defensibly, factor in the patent box where the IP qualifies, and run it, so the structure holds up, year after year.
At a glance
Owns and licenses the IP.
Ring-fenced, with substance and arm’s-length terms.
- Owns
- Trademarks, patents, designs, know-how
- Licenses to
- The operating companies
- Needs
- Real substance, not a shell
- Royalties
- Arm’s-length, documented
- Patent box
- For qualifying patents (not marks)
The essentials
Why a holding company
An IP holding company centralises ownership of the group’s intellectual property and licenses it to the operating businesses — ring-fencing the assets from trading risk and creating a royalty flow. In Switzerland the structure benefits from stability, treaties and, for qualifying patents, the cantonal patent box. It holds up only with real substance and arm’s-length terms, and that is where we focus.
Who this is for
- groups with valuable trademarks or qualifying patents;
- businesses wanting IP ring-fenced from operating risk;
- those centralising scattered IP ownership;
- companies planning international licensing.
Where it fits
It owns the registered marks, runs on a proper substance package, and licenses through licensing agreements.
The structure
How it’s built
The holding company owns the IP, licenses it out, and is taxed where it really sits — provided the substance and the licence terms are real.
| Element | What it means |
|---|---|
| Ownership | The full IP portfolio held in one company |
| Licensing | Arm’s-length royalties from operating companies |
| Substance | Directors, decisions, administration: real, not a shell |
| Tax | Patent box for qualifying patents; treaties |
Each element has to be real. The structure ring-fences and organises a valuable asset when the substance and pricing hold up, and collapses into cost without benefit when they do not. That is why we build and maintain the substance, not just register the company.
The tax point
What the patent box does, and doesn’t, cover
The most common misunderstanding about a Swiss IP holding company is that all its IP income is tax-favoured. It is not. The cantonal patent box is exactly that, a patent box, and the headline relief attaches to qualifying patents, not to the whole portfolio.
| IP type | Patent box? | How its income is treated |
|---|---|---|
| Patents & comparable rights | Yes | Up to ~90% relief on qualifying income (cantonal) |
| Trademarks | No | Royalties taxed at ordinary rates |
| Copyright / software (unpatented) | Generally no | Ordinary rates, subject to canton |
So a holding company built around a trademark portfolio earns its keep on ring-fencing, royalty organisation and treaty access, not on the patent box, which does not reach trademark income. A patent-rich group, by contrast, can pair the holding structure with the box for a real rate reduction. We are clear at the outset which benefit your IP actually unlocks, so the structure is justified by the benefit it genuinely delivers rather than one it cannot.
How it runs
How we set it up
Structure, populate with IP, price the licences, build the substance, and run it.
- Step 1
Structure
Designing the holding company and where it sits, with the tax position (including the patent box) in view.
- Step 2
Move the IP in
Transferring or building up the portfolio, valued and documented so the transfer itself holds up.
- Step 3
Price the licences
Setting royalties on a defensible arm’s-length basis, supported by transfer-pricing analysis.
- Step 4
Build substance
Directors, administration and real decision-making, so the company is respected rather than looked through.
- Step 5
Run it
Ongoing administration: invoicing royalties, managing the portfolio, keeping the substance real.
Budget
What it costs
Cost reflects the setup (structuring, moving the IP in, the transfer-pricing analysis) and the ongoing administration and substance that keep it real. It only makes sense where the IP value and licensing flow justify it. We are honest about that: where the IP does not support the structure, the structure costs more than it returns.
We scope and quote against your IP and group. Pricing is on request.
Discuss your IP structure
What it takes
What a holding company requires
An IP holding company that holds up rests on:
- genuine IP value and a real licensing flow to justify it;
- real substance: directors, decisions, administration;
- arm’s-length licence terms, documented;
- a properly executed transfer of the IP into it;
- ongoing administration that keeps the substance real.
When a holding company is the wrong answer
An IP holding company is not free, and it is not always worth it. The substance it needs (directors, administration, real decision-making) costs money every year, and the tax benefits only materialise if the IP genuinely qualifies and the licensing flow is real. For a small business with little distinct IP, or where the “IP” is not the kind that the patent box or a meaningful royalty supports, the structure can cost more than it ever returns, and a thin one risks being disregarded anyway. The honest question is whether the IP and the group justify it. We tell you when they do not, rather than selling a shell that does not earn its keep.
Why Goldblum
A structure that holds up
Structuring the holding company, pricing the licences defensibly, building the substance and running it, so the structure is real, not a shell, is the work this firm does.
Real
Substance, not a shell
We build and maintain the directors, decisions and administration that make the structure respected, because a company looked through earns nothing.
Defensible
Arm’s-length licences
Royalties set and documented on a transfer-pricing basis that withstands audit, one of the main ways IP structures fail when done carelessly.
Honest
Only when it’s worth it
We tell you when the IP justifies a holding company and when it does not, rather than selling a structure the assets cannot support.
Related
Around the structure
Substance
Swiss substance package
The premises, people and decision-making that make a Swiss company genuinely resident.
Swiss substance packageInventions
Patent & design protection
Strategy, ownership and licensing for the patents and designs the holding company holds.
Patent & design protection
FAQ
Swiss IP holding company: FAQ
01What is an IP holding company?
It is a company whose purpose is to own the group’s intellectual property (trademarks, patents, designs, software, know-how) and to license it to the operating companies that use it. Separating ownership of the IP from the businesses that exploit it does several things: it ring-fences valuable assets from the operating risks of trading, centralises management of the IP, and creates a clear licensing flow on which royalties are paid. For a group with IP worth protecting, the holding structure turns scattered, exposed assets into a managed, ring-fenced one. It only works, though, with real substance and properly priced licences; otherwise it is a structure on paper that does not hold up.
02Why locate the IP holding company in Switzerland?
Because Switzerland combines a stable, credible legal environment with competitive tax treatment of IP income and strong protection of rights: a serious place to hold serious assets. A Swiss IP holding company benefits from the country’s political and legal stability, its network of double-tax treaties, cantonal tax regimes that can relieve qualifying IP income, and robust enforcement of intellectual property. For a group that wants its IP held somewhere reputable rather than offshore, Switzerland is a substance-friendly jurisdiction that withstands scrutiny. The benefits depend on doing it properly (real substance, arm’s-length licences), and that is where the structure stands or falls.
03What is the Swiss patent box and how does it relate?
The patent box is a cantonal relief that reduces the tax on qualifying income from patents and comparable rights, available since the 2020 tax reform. Income attributable to qualifying patents can benefit from a reduced cantonal tax rate, within limits and subject to the nexus principle: relief is tied to the R&D actually carried out. For an IP holding company holding qualifying patents, the patent box can materially reduce the tax on licensing income, but it applies to patents and comparable rights, not trademarks, and it requires proper documentation of the qualifying income and the underlying R&D. We structure the holding company and its licences with the patent box in mind where the IP qualifies, and we are clear about where it does not apply.
04Why does substance matter so much?
Because a holding company without substance is the one tax authorities disregard, leaving you with the cost of the structure and none of the benefit. For the IP holding company to be respected (its profits taxed where it sits, its licences accepted) it needs real substance: people who manage the IP, decisions genuinely taken there, premises, and a real role rather than a letterbox. A company that merely owns IP on paper, with the real decisions taken elsewhere, can be looked through, its income reattributed and its benefits denied. Substance is not a formality; it is what makes the structure hold up. We build the substance the structure needs (administration, directors, decision-making) so it is real, not nominal.
05What are arm's-length licence terms and why are they essential?
Arm’s-length terms are the royalties and conditions that independent parties would agree, and they are essential because the licence between the IP holding company and the operating companies is a related-party transaction that tax authorities scrutinise. If the operating company pays the holding company a royalty that is too high or too low compared with what unrelated parties would agree, the authorities can adjust it, with tax and penalty consequences. The royalty has to be supportable by a transfer-pricing analysis reflecting the value of the IP and the functions of each party. Getting this wrong is one of the main ways an IP structure fails on audit. We set the licence terms on a defensible, arm’s-length basis and document them.
06How does the IP get into the holding company?
Either by transferring existing IP into it or by having it develop or acquire IP from the start, each with consequences to manage. Transferring existing IP from operating companies to the holding company is itself a transaction that must be valued and priced correctly, with possible tax on any gain, and care that the transfer is real and documented. Building the IP in the holding company from the outset avoids some of that but requires the company to genuinely carry the relevant functions. The right route depends on where the IP is now and what the group wants. We plan and execute the transfer or build-up properly, because how the IP gets in is as important to the structure’s integrity as how it is held.
07Can the holding company own trademarks as well as patents?
Yes, an IP holding company typically owns the whole IP portfolio: trademarks, patents, registered designs, copyright, software and know-how. Centralising all of it in one company gives a single owner to manage, license and enforce the rights, and a clear royalty flow across the portfolio. The tax treatment differs by type (the patent box applies to patents and comparable rights, not trademarks) so the licensing and pricing reflect what each asset is. Holding the trademarks centrally also strengthens enforcement, since one owner controls the marks across the group. We structure the holding company to own the full portfolio, with licences and pricing appropriate to each kind of right.
08How is the holding company administered?
With real, ongoing administration, because the substance that makes the structure work is not a one-off setup but a continuing reality. The holding company needs proper corporate administration: a registered office, directors who genuinely manage the IP, board decisions taken and minuted, the licence agreements maintained and the royalties actually invoiced and paid, accounts kept, and the IP portfolio managed and renewed. Letting this lapse (royalties uninvoiced, decisions taken elsewhere, the company dormant in substance) undermines exactly what the structure depends on. We administer the holding company on an ongoing basis, so the substance is maintained and the structure keeps holding up year after year.
09Is this only for large groups?
No, but it has to be proportionate to the IP and the group. The cost and substance of an IP holding company only make sense where there is genuine IP value and a real licensing flow to justify them. For a group with valuable trademarks or qualifying patents and operating companies that use them, the structure protects and organises a real asset. For a small business with little distinct IP, the structure can cost more than it returns. The honest question is whether the IP and the group justify it. We tell you when a holding company is worth it and when it is not, rather than selling a structure that the IP does not support.
10Can Goldblum set up and run the IP holding company?
Yes. We structure the Swiss IP holding company, plan how the IP gets into it, set the licence terms on a defensible arm’s-length basis, and build the substance it needs (directors, administration, real decision-making), coordinating the tax position including the patent box where the IP qualifies. We then run it on an ongoing basis, so the substance is maintained and the structure keeps holding up. We also connect it to registration and enforcement of the underlying rights. And we are honest about whether the IP justifies the structure in the first place, because an IP holding company only works when it is real and proportionate, not a shell.
Hold your IP properly
Tell us what IP the group owns. A partner structures the Swiss holding company, prices the licences, and builds the substance that holds up.