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A decision matrix for ten business models

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The matrix below applies the comparison of this part to the ten business models that recur in practice. For each model it states the licence position in Switzerland, in Singapore and under MiCA, then the base that the author's practice usually recommends and the constraint that most often decides. The recommendations are tendencies at 30 June 2026 and depend on the facts of the client's case, which Part P analyses.

Business modelSwitzerlandSingaporeEU (MiCA)Usual baseDeciding constraint
Spot exchange (payment tokens)SRO; fintech licence if deposits; bank if beyond CHF 100 millionPSA MPI (dealing, facilitating exchange)CASP (trading platform, exchange)Singapore for Asia; Zug for Europe; EU subsidiary for EU retailRetail jurisdiction of customers; custody rules
CustodianSRO; Art. 242a DEBA; bank licence if pooled without attributionPSA MPI (custody); statutory trustCASP (custody and administration)Zug (banks and fintech) or SingaporeInsolvency protection; bank partner; insurance
Stablecoin issuer (fiat)Bank or fintech licence (deposit) or CISA; FINMA Guidance 06/2024SCS framework; MPI pending legislationEMT: credit institution or EMISingapore for S$/US$; EU EMI for euro; Switzerland for CHF via bankReserve banking; GENIUS comparability; EMT cap
Tokenisation platform (securities)FinSA prospectus; securities firm or DLT trading facility; ledger-based securitiesSFA CMS licence; RMO; Project GuardianMiFID II, DLT Pilot RegimeZug/Zürich (SDX, ledger-based securities)Legal certainty of the token; secondary market
Fund manager (crypto fund)FinIA manager of collective assets or portfolio manager; L-QIFCMS licence (LFMC/VCFM); VCC; s. 13O/13UAIFMD; MiCA for portfolio management of cryptoSingapore for Asian investors; Switzerland for EuropeanInvestor base; tax incentive; custody
DeFi protocolFoundation or association in Zug; FINMA "sufficient decentralisation" analysis; AML if front-end controlsCLG "foundation"; MAS position that controllers may be regulatedExcluded if fully decentralised; CASP if intermediaryZug foundation, with ADGM DLT Foundation as alternativeDegree of control; front-end operation; token classification
NFT marketplaceOutside AML unless payment or exchange function; FinSA if securitiesOutside PSA unless DPT function; SFA if securitiesOutside MiCA unless fungible seriesEither; Singapore for Asian creatorsWhether tokens are unique; custody of proceeds
Payments company (crypto on/off ramp)SRO; fintech licence; payment system licence if systemicPSA MPI (account issuance, DPT, cross-border money transfer)CASP plus PSD2/EMD2 for fiat legSingapore (one licence covers both legs)Banking partner; travel rule; e-money boundary
Mining or staking operatorNo licence for own mining; custodial staking may be deposit (FINMA Guidance 08/2023); AML if for othersNo licence for own mining; custodial staking is DPT custody; retail staking barredCASP if custody; staking as serviceSwitzerland (energy, no retail ban)Electricity; deposit question; retail ban in Singapore
Wallet software (non-custodial)Outside AML if no control over keys; FINMA practice on "power of disposal"Outside PSA if no control; MAS FAQ on non-custodial walletsOutside MiCA if fully non-custodialEither; Zug for open-source foundationsKey control; any swap or on-ramp feature

Reading the matrix

Four patterns run through the table. First, custody is the hinge. Any model that holds customer tokens is licensed in all three regimes. The choice of base then turns on the insolvency protection and the banking relationship, where Switzerland and Singapore both do well while the Union depends on the Member State. Second, retail is the trigger. Any model that serves retail customers is licensed where the customers are, which makes the base a question of where the customers are and the licence a question of where the firm is. Third, decentralisation is the exemption, but it is a factual exemption that the regulators assess, so a protocol that wants it must be built to deserve it, with a Zug foundation or an ADGM DLT Foundation as the holder of what is left. Fourth, the stablecoin issuer is the model for which no single base suffices, because every currency area now regulates its own currency's tokens and the United States regulates the dollar's. A stablecoin business is a multi-licence business from the first day.

Three worked cases

Example

A team of six in Zürich builds a non-custodial wallet with an integrated swap function that routes user orders to decentralised exchanges and a fiat on-ramp provided by a third party. Pure wallet software is outside Swiss AML law because the team never controls user keys. The swap function raises FINMA's question whether the team "helps to transfer" assets as a professional intermediary, and FINMA's practice treats a front-end that takes a fee on routed swaps as an exchange service. The on-ramp partner is the deposit-taker. The sensible structure is a Zug AG that develops and licenses the software, with an SRO membership if the fee model makes it an intermediary and no customer funds on its books. In Singapore the same product is outside the PSA if the swap is non-custodial and the on-ramp partner is the licensed MPI. Under MiCA the product is outside the Regulation only if no intermediary is involved, which the swap fee makes doubtful. The team should decide whether it wants to be a software company or an exchange, because the fee model decides the regulatory answer in all three places.

Example

A Singapore fund manager with a CMS licence manages a VCC that invests in liquid tokens and wants to raise from Swiss and German family offices. The VCC can be offered to Swiss professional clients without Swiss approval under the private-placement rules of CISA, provided a Swiss representative and paying agent are appointed where required and the FinSA conduct rules are followed. Into Germany the VCC needs AIFMD notification through a Union AIFM or the national private-placement regime, which Germany has restricted, and MiCA does not help because fund units are financial instruments. The manager's practical choices are a Swiss distribution agreement with a FinIA-licensed partner for Switzerland and a Luxembourg feeder for the Union. Neither requires a Swiss or Union licence for the Singapore manager, while both leave the fund where its tax incentive is.

Example

A Zug foundation controls a protocol's treasury and a governance token held by thousands of holders. The protocol's front-end is operated by a Zug GmbH that earns a share of protocol fees. The foundation is outside Swiss financial-market law as long as it does not provide services to others. The GmbH is the problem. If it controls the front-end through which users trade, FINMA may treat it as a financial intermediary under the AMLA, as the FATF's "control or sufficient influence" test also suggests. Under MiCA the GmbH is a CASP if it provides exchange services to Union users through the front-end, which its fee share suggests. In Singapore, MAS has said that persons who control a DeFi arrangement may be providing a DPT service. The lawful structure limits the GmbH to software development with no fee share, routes any fees to the foundation through the protocol itself, and geo-blocks Union and Singapore users from any interface the group operates. The alternative is to accept that the front-end is an exchange and license it, which is what the largest protocols have done since 2025.

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

Setting up or expanding in Singapore?

SingaporeIQ is edited by Dr Alexander Ressos, an international business lawyer with more than 15 years of local experience in Singapore as a permanent resident, a Singapore registered foreign lawyer and managing partner of a Singapore foreign law practice. In addition to significant experience in cross-border investments and transactions, UHNWI private client work and sanctions/export controls, Dr Ressos has extensive experience in cross-border business and in crypto and digital-asset projects in Singapore, drawn from more than 700 projects since 2017.

If you are planning a company incorporation, an investment, a holding structure or a market entry through Singapore, you can reach Dr Ressos directly at [email protected]. Singapore law advice is provided by KGP Legal LLC, a licensed firm of Singapore advocates and solicitors. Dr Ressos and his team facilitate the full range of Singapore legal, compliance and company administration services, including company incorporation, corporate transactions, commercial contracts, crypto and digital assets, financial regulatory work and dispute resolution, including litigation in the Singapore courts. For legal, tax and fiduciary services in Switzerland, see helveticaregister.com.