Information on our current and past share buyback programmes.

On 27 February 2020, the Board of Directors of Swiss Life Holding Ltd ("Swiss Life" or the "Company") approved the repurchase of its own registered shares with a par value of currently CHF 5.10* each
(the "Swiss Life Shares") up to a maximum repurchase value of CHF 400 million by way of a buyback programme with the purpose of capital reduction (the "Programme"). 

The Programme, which was announced on 28 February 2020, will start on 2 March 2020 and last until 31 May 2021, the latest. Repurchases of Swiss Life Shares for the purpose of a later capital reduction are carried out on a second trading line on the SIX Swiss Exchange, with Swiss Life as the exclusive buyer, via Zürcher Kantonalbank acting as agent. 

Shareholders wishing to sell Swiss Life Shares may do so either via the ordinary trading line or via the second trading line. The repurchase of own shares with the purpose of capital reduction is treated as a partial liquidation of the repurchasing company for both federal withholding tax and income tax purposes. For repurchases, Swiss Life, as a public company, must charge its capital contribution reserves, if available, to the same extent as other reserves since 1 January 2020 (50:50 rule). 

Therefore, half of the difference between the sale price of the Swiss Life Shares and their nominal value is subject to 35 percent withholding tax, provided that capital contribution reserves recognized by the Federal Tax Administration (FTA) are available. In case that the capital contribution reserves recognized as such by the FTA have been used up, 35 percent withholding tax is levied on the difference between the sale price of the Swiss Life Shares and their nominal value. The Company or the mandated bank will deduct this tax from the sale price in favor of the FTA. Persons domiciled in Switzerland are entitled to a refund of the withholding tax provided that they are beneficial owners of the Swiss Life Shares at the time they are surrendered and provided that no tax avoidance is assumed (Article 21 of the Withholding Tax Law). Shareholders domiciled outside Switzerland may reclaim the withholding tax in accordance with any applicable double taxation agreements. 

For federal income tax purposes, half of the difference between the sale price of the Swiss Life Shares surrendered to the Company and their nominal value represents taxable income for individuals holding the Swiss Life Shares as private assets and provided that capital contribution reserves recognized as such by the FTA are available (nominal value principle). Once the capital contribution reserves recognized as such by the FTA have been used up, the full difference between the sale price of the Swiss Life Shares and their nominal value is subject to federal income tax. For Swiss Life Shares held as business assets, the difference between the sale price of the Swiss Life Shares surrendered to the Company and the book value of the same represents taxable income (book value principle). 

The practice regarding cantonal and municipal income taxes is generally equal to the one applied for federal income taxes. Shareholders having their tax domicile abroad are taxed according to the legislation of their respective country. 

These statements do not constitute a comprehensive description of possible tax consequences nor tax advice. Shareholders are advised to consult their own tax advisor regarding the tax consequences of participating in the Programme. 

* The Board of Directors intends to propose a reduction of the nominal value of currently CHF 5.10 to
CHF 0.10 to the upcoming ordinary general meeting of shareholders to be held on 28 April 2020.
(press release dated 28 February 2020)

Further details on the Programme can be found in the official announcements in German and French:

Swiss Life Holding AG Swiss security no ISIN Ticker Symbol
Ordinary trading line 1.485.278 CH0014852781 SLHN
Second trading line 44.539.526 CH0445395269 SLHNE

Maximum daily repurchase volume (calculated in accordance with Art. 123 Abs. 1 lit. c FMIO):
Swiss Life is limited to repurchasing a maximum of 39'881 shares per day.

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