The fiduciari of Lugano: origins of a parabanking industry

A word with two meanings

The Italian word fiduciario has a different meaning on each side of the border at Chiasso. In the Italian Republic a società fiduciaria is a regulated company that holds shares or other assets in its own name on behalf of a client. This form of nominee ownership is one that Italian law has recognized since the Law of 23 November 1939 No. 1966 and that today, where the company is controlled by a bank or financial intermediary or is a joint-stock company with share capital of at least EUR 100,000, must be entered in a separate section of the register of financial intermediaries kept by the Bank of Italy. The Bank of Italy supervises these companies chiefly for compliance with the anti-money laundering rules.¹ In Ticino the word denotes a profession: the person who keeps the books of a company, prepares tax returns, manages real estate, administers companies or, until 2020, manages the assets of clients. Chapter J.III discusses this difference as a source of translation risk. For the present chapter it is enough to note that the Ticinese fiduciario combines in one profession what in Zurich would be divided among the Treuhänder, the Buchhalter, the Liegenschaftsverwalter and the unabhängiger Vermögensverwalter, and what in Milan would be divided among the commercialista, the amministratore di condominio, the agente immobiliare and the società fiduciaria.

This combination is the key to the structure of the market. An Italian entrepreneur who opened an account in Lugano in the 1960s needed more than a bank. He needed someone to set up and administer a company that held the account, to keep its books, to deal with the bank on his behalf when he could not travel, and often to act as a director who signed in his place. The fiduciario offered all of these services from one office near the Piazza della Riforma or along the Riva Albertolli, spoke the client's language and dialect, and frequently came from the same Lombard business milieu. Many fiduciari had begun their careers in banks and left to work independently once they had built up a circle of clients, a pattern that continued into the 2000s.²

From the lira economy to the fiduciary company

Chapter D.II describes how Italian flight capital transformed Lugano after 1945 and how fiduciary companies grew alongside the banks. Two developments gave the fiduciary companies their distinct role. The first was the domiciliary company. Italian clients rarely held assets in Switzerland in their own names. They preferred a Liechtenstein Anstalt, a Panamanian corporation or later a company in the British Virgin Islands, whose administration was entrusted to a fiduciario in Lugano who held the corporate documents, signed as director or attorney and gave instructions to the bank. The second was the separation of the investment decision from custody. A client who trusted his fiduciario more than any single bank could leave the assets with one or several banks and give the fiduciario a power of attorney to manage them. This was the origin of the independent asset manager, which in Lugano grew out of the fiduciary profession, whereas in Geneva and Zurich a larger share of independent managers appears to have come directly from the banks without ever having kept books or administered companies.³

The profession grew without specific regulation. Until 1984 anyone could call himself a fiduciario in Ticino and offer to manage other people's money, provided he complied with the general rules of the Code of Obligations on the contract of mandate (Art. 394 ff. CO) and with criminal law. Federal banking law did not apply, since the fiduciario did not accept deposits from the public and therefore did not need a banking licence under Article 1 of the Banking Act. The Federal Banking Commission had no jurisdiction over him. The due diligence agreement of 1977, whose origins Chapter D.III traces, bound the banks and not the intermediaries who brought them their clients. When a fiduciario opened an account for a domiciliary company, the bank identified the company and, from 1977, asked for a declaration on the beneficial owner on Form A, but it did not supervise the fiduciario himself.⁴

Notes

1. Legge 23 novembre 1939, n. 1966, Disciplina delle società fiduciarie e di revisione; Banca d'Italia, "Intermediari", https://www.bancaditalia.it/compiti/vigilanza/intermediari/index.html (registration of società fiduciarie in a separate section of the register under Art. 106 of the Testo unico bancario, D.Lgs. 385/1993, for companies controlled by a bank or financial intermediary or organized as a società per azioni with capital of EUR 100,000, and the Bank of Italy's powers under Art. 199 of the Testo unico della finanza, D.Lgs. 58/1998, chiefly for anti-money laundering purposes). ↩
2. Description of market practice; René Chopard, "Un approccio sistemico al distretto ticinese di servizi finanziari", Dati 4-2010, USTAT, https://www3.ti.ch/DFE/DR/USTAT/allegati/articolo/1605dss_2010-4_10.pdf, describes the integration of banks and fiduciary firms in the Ticino financial district without documenting individual career paths. ↩
3. Characterization based on general accounts of the market; on the fiduciary companies in the post-war period see Chapter D.II. ↩
4. On the agreement of 1977 and Form A see Chapter D.III. The Banking Act of 8 November 1934 (BankA), SR 952.0, Art. 1, subjects to licensing only persons accepting deposits from the public on a commercial basis. ↩

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 August 2025.