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

CapLaw Themes
CapLaw PDF Archive
  • Perfect Holding reverse takeover (RTO) transaction with Kinarus

    On 3 June 2022, Perfect Holding SA (Perfect Holding) announced the successful completion of its reverse takeover (RTO) transaction with Kinarus AG. The SIX Swiss Exchange listed Perfect Holding has acquired more than 95% of the shares of Kinarus, a privately owned clinical-stage biopharmaceutical company engaged in the development of novel therapeutics for the treatment…

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    CapLaw

    Read more: Perfect Holding reverse takeover (RTO) transaction with Kinarus
  • Recent developments on the way to an EU Green
    Bonds Standard  

    This article provides an overview of the Green Bond Regulation proposed by the EU Commission in June 2021 and the most recent developments as the Commission’s proposal makes its way through the EU legislative process, in particular the draft report published by the rapporteur of the European green bond dossier at the EU Parliament in…

    By

    Daniel Bono

    /

    Giulia Ghezzi

    Reference:
    Read more: Recent developments on the way to an EU Green
    Bonds Standard  
  • SIX publishes revised notice regarding the fulfilment of the disclosure obligations in capital increase transactions and simplified disclosure of lock-up groups

    On 1 February 2022, SIX Exchange Regulation (SER) published a revised version of the Disclosure Office Notice I/09 (Notice I/09) confirming its practice on the disclosure obligations regarding subscription rights and lock-up groups, but overhauling the easing provisions relating to the disclosure of relevant positions of both underwriters and lock-up groups in the prospectus. By Alexander…

    By

    Alexander von Jeinsen

    /

    Benjamin Leisinger

    Reference:
    Read more: SIX publishes revised notice regarding the fulfilment of the disclosure obligations in capital increase transactions and simplified disclosure of lock-up groups
  • A few thoughts concerning Sparks and its chances of success

    Since 1 October 2021, small and medium-sized enterprises (SMEs) with a capitalization of less than CHF 500 million can list their shares on a new stock exchange segment of the SIX Swiss Exchange (SIX). The so-called Sparks segment of SIX offers more relaxed listing requirements compared to those of the main segment. It aims to…

    By

    Matthias Kuert

    /

    Olivia Zingg

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    Read more: A few thoughts concerning Sparks and its chances of success
  • FinSA and FinIA: Update on Transition Periods

    On 1 January 2022 the Swiss Financial Services Act (“FinSA“) and the Swiss Financial Institutions Act (“FinIA“) entered into force. While the FinSA provides for a wide range of new rules applicable to financial service providers, irrespective of their licensing status, and new documentation rules applicable to financial instruments, the FinIA introduced, among other things,…

    By

    Patrick Schärli

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    Read more: FinSA and FinIA: Update on Transition Periods
  • Reform of withholding tax and transfer stamp duty

    On 17 December 2021, Parliament concluded a legislative project that had taken more than ten years to complete. The main goal was to enable the issuance of domestic bonds free of withholding tax and thus strengthen the Swiss capital market. Further, transfer stamp duty on domestic bonds will also be abolished. The following article will…

    By

    Stefan Oesterhelt

    /

    Philippe Gobet

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    Read more: Reform of withholding tax and transfer stamp duty
  • Xlife Sciences First Listing on SIX Swiss Sparks
    (SME) Segment

    On 14 February 2022, Xlife Sciences successfully listed its shares on the standard “Sparks” of SIX Swiss Exchange — making it the very first listing on the new and regulated SME segment of SIX Swiss Exchange. Xlife Sciences focuses on the value development and commercialization of promising early-stage research projects from universities and other research institutions in…

    By

    CapLaw

    Reference:
    Read more: Xlife Sciences First Listing on SIX Swiss Sparks
    (SME) Segment
  • Liechtensteinische Landesbank Intends to Fully Acquire its 75% Subsidiary Bank Linth LLB

    On 27 January 2022, Liechtensteinische Landesbank AG (LLB) has published the pre-announcement for a public takeover offer to acquire the approximately 25% of Bank Linth held by the public. LLB offers the shareholders of Bank Linth the free choice between a partial ex-change offer with a cash component or a full cash settlement. The State…

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    CapLaw

    Reference:
    Read more: Liechtensteinische Landesbank Intends to Fully Acquire its 75% Subsidiary Bank Linth LLB
  • IPO of Allwyn Entertainment on NYSE by way of De-SPAC

    On 22 January 2022, Allwyn Entertainment Ltd, a leading multinational lottery operator operating lotteries in Austria, the Czech Republic, Greece, Cyprus and Italy, announced that it intends to become a publicly-listed company on the NYSE in partnership with Cohn Robbins Holdings Corp. (NYSE: CRHC.U, a special purpose acquisition company (SPAC)), resulting in an expected total…

    By

    CapLaw

    Reference:
    Read more: IPO of Allwyn Entertainment on NYSE by way of De-SPAC
  • Axpo Sustaiability Linked Bonds Issuance

    On 25 January 2022, Axpo Holding AG announced the successful placement of the first sustainability-linked bond placed by a Swiss utility provider. Tranche A in the amount of CHF 200 million is due in 2025 and provides for an interest rate of 0.25 per cent. Tranche B in the amount of CHF 300 million is…

    By

    CapLaw

    Reference:
    Read more: Axpo Sustaiability Linked Bonds Issuance