Welcome to CapLaw


CapLaw is a digital newsletter with international reach established and led by the General Editors. We provide up-to-date information on legal and regulatory developments regarding the capital markets, publish concise articles on developments in the Swiss and international financial markets, and announce recent deals and forthcoming events. CapLaw is addressed to all Swiss and international lawyers, in-house counsel, financial institutions and corporates, as well as those who are interested in the Swiss capital markets.

The General Editors
René Bösch, Homburger AG
Matthias Courvoisier, Baker McKenzie Switzerland AG
Benjamin Leisinger, Homburger AG
Ralph Malacrida, Bär & Karrer AG
Nina Reiser, University of St.Gallen
Thomas Reutter, Advestra AG
Patrick Schleiffer, Lenz & Staehelin
Philippe A. Weber, Niederer Kraft & Frey AG
Thomas Werlen, Quinn Emanuel Urquhart & Sullivan, LLP

  • Swiss Sustainability Reporting – New Proposal in Public Consultation Process

    On 26 June 2024, the Swiss Federal Council launched a public consultation (Vernehmlassung) on its proposals to amend the Swiss non-financial reporting obligations. The changes aim to align the Swiss requirements with the EU Corporate Sustainability Reporting Directive (CSRD).  This article provides an overview of and comments on the proposed key changes which include, inter…


    Read more: Swiss Sustainability Reporting – New Proposal in Public Consultation Process
  • Unveiling the Potential: Exploring Sustainability in Debt Finance in Switzerland

    Sustainability in the financial sector has become increasingly important, both nationally and internationally. Governments and companies worldwide are stepping up their efforts and commitments to combat climate change. Switzerland is no exception to this trend and aims to achieve CO2 neutrality by 2050. This article examines the diverse spectrum of sustainable finance instruments that are…


    Read more: Unveiling the Potential: Exploring Sustainability in Debt Finance in Switzerland
  • Retrocessions and Execution-Only – Recent Developments 

    This article analyses the Swiss Federal Supreme Court’s recent case law on the requirements for a valid retrocession waiver clause in execution-only relationships and discusses FINMA’s draft circular on rules of conduct under FinSA/FinSO in this context.  By Stephanie Walter (Reference: CapLaw-2024-62)


    Read more: Retrocessions and Execution-Only – Recent Developments 
  • FinMIA Review: New Rules on the Horizon for Swisslisted Companies

    The recently published draft amendment to the Financial Market Infrastructure Act (D-FinMIA) contains a number of changes and, it is fair to say, some surprises at the level of financial market infrastructures and their users.  When the Financial Market Infrastructure Act (FinMIA) was passed in 2014 it was already determined that the Federal Department of…


    Read more: FinMIA Review: New Rules on the Horizon for Swisslisted Companies
  • Swiss Life Issues EUR 500 Million SubordinatedHybrid Bond

    On 1 October 2024, Swiss Life placed a subordinated hybrid bond in the amount of EUR 500 million with a maturity date in 2044. The bond includes an optional redemption feature, allowing Swiss Life to repay the bond starting in October 2034. The bond was placed with investors in the European market, and the proceeds…


    Read more: Swiss Life Issues EUR 500 Million SubordinatedHybrid Bond
  • TE Connectivity’s Cross-Border Merger 

    On 30 September 2024, TE Connectivity has announced the completion of the cross-border merger of TE Connectivity Ltd., a Swiss corporation listed on the NYSE, with TE Connectivity plc, an Irish public limited company (NYSE: TEL). The merger resulted in the relocation of the TE Group’s listed parent company from Switzerland to Ireland.


    Read more: TE Connectivity’s Cross-Border Merger 
  • Galderma’s Placement of Inaugural Bonds

    On 26 September 2024, Galderma Holding AG placed senior guaranteed bonds in the aggregate principal amount of CHF 500 million in two tranches with maturity dates ranging from 2028 to 2032. 


    Read more: Galderma’s Placement of Inaugural Bonds
  • UBS Switzerland AG Issues EUR 1 Billion Fixed Rate Covered Bonds

    On 23 September 2024, UBS Switzerland AG issued EUR 1 billion Fixed Rate Covered Bonds due 23 September 2027 under its Covered Bond Programme. The Covered Bonds are governed by Swiss law and are listed on the SIX Swiss Exchange. These bonds are indirectly backed by a portfolio of mortgages from UBS Switzerland AG’s domestic…


    Read more: UBS Switzerland AG Issues EUR 1 Billion Fixed Rate Covered Bonds
  • Sulzer AG Issues CHF 250 Million 1.7725% Bonds

    On 18 September 2024, Sulzer AG priced the offering of its CHF 250 million bonds with an interest rate of 1.7725%. Zürcher Kantonalbank and Commerzbank Aktiengesellschaft acted as managers for this transaction. The bonds will be listed on the SIX Swiss Exchange.


    Read more: Sulzer AG Issues CHF 250 Million 1.7725% Bonds
  • HOCHDORF Holding AG’s Sale of HOCHDORF Swiss Nutrition AG

    On 18 September 2024, an extraordinary shareholder meeting of HOCHDORF Holding AG, a company listed on the SIX Swiss Exchange, approved the sale of its operational subsidiary HOCHDORF Swiss Nutrition AG to AS Equity Partners. 


    Read more: HOCHDORF Holding AG’s Sale of HOCHDORF Swiss Nutrition AG