Why crowdfunding is an alternative to traditional bank financing
For many Swiss SMEs, obtaining bank credit or finding private investors takes time, collateral and a proven track record. Crowdfunding opens a complementary path: raising capital or funding directly from a community of supporters, customers or investors through authorised or regulated online platforms.
In Switzerland, crowdfunding is mainly structured around three models relevant to SMEs: equity (equity participation), lending (interest-bearing loans) and reward (advance payment for future products or services). Each model has distinct legal, tax and accounting implications, governed by the Code of Obligations, the Financial Services Act (FinSA) and Swiss accounting standards (FER / Swiss GAAP FER).
This guide explains how to assess which form of crowdfunding suits your business, which regulatory obligations to meet, and how to account correctly for every franc raised, avoiding errors that may surface during audit or tax filing.
The three crowdfunding models for SMEs
Before launching a campaign, it is essential to understand which legal and financial structure fits your objective:
| Criterion | Equity | Lending | Reward |
|---|---|---|---|
| Nature of funding | Contribution of equity (shares or stock) | Loan with repayment and interest | Customer advance in exchange for goods/services |
| Typical legal form | GmbH, AG or cooperative | Any legal entity or sole proprietorship | Mainly GmbH, AG, sole proprietorship |
| Corporate obligations | Capital increase, articles of association, commercial register entry | Loan agreement, collateral if applicable | General terms, delivery obligation |
| Cost to the company | Equity dilution, no repayment | Interest + principal repayment at maturity | Cost of the promised product/service |
| FINMA supervision | Relevant if public offering of securities | Relevant if large-scale loan intermediation | Generally not applicable |
| Accounting treatment | Equity (share capital + share premium) | Financial liability (financial debt) | Deferred revenue until delivery |
| Tax impact | No taxation at company level; dividends taxed at shareholder level | Deductible interest; withholding tax if applicable | Taxable revenue when the service is rendered |
| Typical amounts | CHF 100'000 – 2'000'000 | CHF 50'000 – 1'000'000 | CHF 10'000 – 500'000 |
Equity crowdfunding: equity participation
Under the equity model, investors acquire membership interests (GmbH) or shares (AG) through a crowdfunding platform. The company receives a capital increase that strengthens equity without creating repayable debt.
Corporate requirements
A capital increase requires a resolution of the general meeting of shareholders or the board of directors, depending on the powers set out in the articles of association. For GmbHs, subscription of new quotas must respect the minimum nominal value of CHF 100 per quota. For AGs, shares may have a nominal value starting from CHF 0.01.
The capital increase must be registered in the commercial register. If the issue price exceeds nominal value, the difference (share premium) is allocated to the share premium reserve or the general reserve, in accordance with the articles of association.
FinSA regulation and thresholds
The Financial Services Act (FinSA) governs public offerings of securities. Exemptions exist for small offerings and for qualified investors, which many Swiss platforms use to limit prospectus obligations. However, offering documentation must still be transparent and complete.
The obligation to publish a prospectus does not apply, among other cases, to offerings whose total value does not exceed CHF 8 million calculated over 12 months (Art. 36 para. 1 lit. e FinSA), as well as where other statutory exemptions apply (e.g. fewer than 500 investors). Client information obligations nevertheless remain applicable. Always consult a legal adviser before structuring the offering.
Practical example: capital increase via equity crowdfunding
A GmbH with share capital of CHF 20'000 (200 quotas of CHF 100) launches an equity campaign and raises CHF 500'000. It issues 500 new quotas at CHF 1'000 each (CHF 100 nominal + CHF 900 share premium).
- Increase in share capital: CHF 50'000 (500 × CHF 100)
- Share premium / premium reserve: CHF 450'000
- Platform fees (5%): CHF 25'000 — recorded as issue costs
- Net equity after campaign: CHF 20'000 + CHF 500'000 − CHF 25'000 = CHF 495'000
Lending crowdfunding: collective loans
Under the lending model (or peer-to-peer lending), the SME borrows from numerous lenders through an intermediary platform. The company commits to repaying principal and paying interest according to a defined amortisation schedule.
Unlike equity, lending does not dilute ownership but creates a financial liability that affects the debt ratio and interest coverage. Traditional banks take these debts into account when assessing creditworthiness, so it is prudent to plan debt service before launching the campaign.
Lending platforms in Switzerland generally operate with FINMA authorisation or a fintech licence (FinIA). Loan agreements must define the interest rate, term, any real or personal collateral, default clauses and early repayment terms.
Advantages of lending
- No dilution of share capital
- Interest deductible for profit tax purposes
- Faster process than a complex bank loan
- Opportunity to retain customers as lenders
Risks and constraints
- Recurring cash outflow for interest and repayments
- Possible personal guarantee by the manager(s)
- Possible 35% withholding tax on interest if the structure qualifies as taxable payments under the WHTA; otherwise interest remains taxable income for lenders
- Platform costs and additional legal expenses added to the debt
Reward crowdfunding: advances and delivery obligations
Under the reward model, supporters pay an advance in exchange for a future product, service or benefit. From an accounting perspective, this is neither equity nor financial debt, but deferred revenue until the performance is actually delivered.
Accounting treatment for the reward model
When the campaign proceeds are received, the amount should be posted to a temporary liability account (deferred revenue / customer advances), not to revenue. Revenue is recognised only when the promised good or service is delivered, together with VAT due if applicable.
If the campaign includes purely charitable contributions without consideration, the amount must be analysed separately: for commercial legal entities, such contributions may constitute taxable income. The distinction between donation and contractual advance must be clearly documented.
Compliant accounting: entries for each model
Swiss accounting standards (Swiss GAAP FER) require every financial flow to be classified correctly. Below are typical entries for each model, assuming standard Swiss chart of accounts:
Equity crowdfunding
| Transaction | Debit | Credit | Amount |
|---|---|---|---|
| Receipt of investor funds | 1020 Bank | 2800 Share capital | CHF 50'000 |
| Share premium on quotas | 1020 Bank | 2850 Share premium reserve | CHF 450'000 |
| Platform fees | 6800 Issue expenses | 1020 Bank | CHF 25'000 |
Issue expenses may be capitalised and amortised over time, or charged directly to the income statement, depending on the accounting policy adopted and the materiality of the amount.
Lending crowdfunding
| Transaction | Debit | Credit | Amount |
|---|---|---|---|
| Loan proceeds received | 1020 Bank | 2400 Financial debt | CHF 300'000 |
| Platform fees | 6800 Financial expenses | 1020 Bank | CHF 15'000 |
| Quarterly interest payment (with withholding tax if due) | 6900 Interest expense | 1020 Bank / 2200 Withholding tax | CHF 3'750 / CHF 1'312 |
| Principal repayment at maturity | 2400 Financial debt | 1020 Bank | CHF 300'000 |
Reward crowdfunding
| Transaction | Debit | Credit | Amount |
|---|---|---|---|
| Receipt of supporter advances | 1020 Bank | 2270 Deferred revenue | CHF 80'000 |
| Product delivery to supporter | 2270 Deferred revenue | 3200 Sales revenue | CHF 80'000 |
| VAT on performance (8.1%) | 3200 Sales revenue | 2200 VAT payable | CHF 6'480 |
Tax implications and VAT
Profit and capital taxes
Equity contributions are not taxable at company level: they increase net equity without generating revenue. Future dividends distributed to shareholders are subject to income tax in the hands of the beneficiary, with possible partial taxation for qualified participations (federal and cantonal rules).
Equity contributions are also subject to the federal 1% stamp duty on the issue of participation rights; contributions for consideration benefit from a cumulative allowance of CHF 1 million (LTB).
Interest on lending loans is deductible for profit tax purposes. If interest qualifies as income from movable capital subject to withholding tax (WHTA), the 35% withholding may apply, recoverable through tax return for Swiss residents. In any case, interest is taxable income for the lender.
VAT and platform fees
Crowdfunding platform fees are generally subject to VAT at 8.1% (standard rate from 2024). The company may deduct input VAT on these expenses if registered for VAT.
For reward campaigns involving delivery of goods or services, VAT is due when the performance is rendered, not when the advance is received. If the advance exceeds the market price of the promised good, the difference may be treated as a donation not subject to VAT.
Swiss regulatory framework and platform selection
Before selecting a platform, verify that it operates in compliance with Swiss regulation:
- FINMA:Platforms that manage client funds or intermediate loans on a large scale require authorisation. Check the FINMA register of authorised firms.
- FinSA / FinIA:Equity offerings must comply with advertising and investor disclosure requirements. Small-offering exemptions have precise conditions.
- CO (Art. 633 et seq. for GmbH, Art. 652a et seq. for AG):Capital increases follow the rules of the Code of Obligations, with creditor protection and pre-emptive rights for existing shareholders, unless excluded in the articles of association.
- FADP:Personal data of supporters and investors must be processed in accordance with the Federal Act on Data Protection.
- Segregation of funds:Funds raised must pass through segregated platform accounts until transfer to the beneficiary company, with full traceability for accounting purposes.
Operational checklist for closing the campaign accounts
At the end of a crowdfunding campaign, make sure you complete these steps:
Reconcile bank flows — Compare the bank statement with the platform report, including fees, withholdings and any reversals.
Document the legal basis — File corporate resolutions, loan agreements, offering terms and the register of subscribers.
Record accounting entries — Apply the correct treatment (equity, debt or deferred revenue) within the financial year of receipt.
Update the commercial register — For equity campaigns, register the capital increase within the statutory deadlines.
Plan future obligations — Repayment and interest schedule (lending), delivery plan (reward) or general meeting to manage new shareholders (equity).
Disclosure in the financial statements — Notes must mention the source of funds, crowdfunding debt and any off-balance-sheet commitments.
Integrating crowdfunding into SME financial management
Crowdfunding does not replace sound financial planning, but it can accelerate capital raising when the project is well defined and communication is transparent. The choice between equity, lending and reward depends on current capital structure, tolerance for dilution and ability to service debt.
From an accounting perspective, the most common mistake is to classify all funds raised as revenue or as equity indiscriminately. Each model has a specific treatment that affects the balance sheet, taxation and relationships with traditional creditors. Accurate recording from receipt ensures a compliant year-end close and a reliable basis for subsequent business decisions.
With Accountex you can track every campaign flow — receipts, fees, repayment instalments and deferred revenue — keeping full control over equity, liquidity and the tax position of your Swiss SME.