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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.

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  • Sandoz‘s Issuance of CHF 550 Million Bonds

    On 16 March 2 On 15 April 2026, Sandoz Group AG issued CHF 275 million 1.1875% fixed rate bonds due 2032 and CHF 275 million 1.55% fixed rate bonds due 2036.

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    CapLaw

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  • Swiss Prime Site‘s Issuance of CHF 350 MillionGreen Convertible Bonds

    On 5 March 2026, Swiss Prime Site issued CHF 350 million senior unsecured  green convertible bonds due 2032. These convertible bonds are convertible into registered shares of Swiss Prime Site. BNP Paribas, Goldman Sachs International and UBS served as joint bookrunners in the transaction.

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    CapLaw

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  • Zurich‘s Placement of 7,090,909 Shares throughan Accelerated Bookbuilding Offering

    On 2 March 2026, Zurich Insurance Group initiated an accelerated bookbuilding offering, which led to the placement of 7,090,909 newly issued shares at an offer price of CHF 550.00 each, and raising aggregate gross proceeds of approximately USD 5.0 billion. The net proceeds from the capital increase will be directed at partly financing Zurich‘s acquisition of Beazley. The new shares are listed on SIX Swiss Exchange. Goldman Sachs, Morgan Stanley and UBS acted as Joint Global Coordinators and Bookrunners, Citigroup and Deutsche Bank acted as Joint Bookrunners, and Crédit Agricole and Zürcher Kantonalbank acted as Co-Lead Managers in the offering.

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    CapLaw

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  • Editorial | The Swiss stablecoin regime in the context of global developments 

    The regulatory landscape for stablecoins is evolving at remarkable speed across the globe. A growing number of jurisdictions are moving from exploratory consultations to full legislative implementation, driven by the policy goal to create innovation‑friendly yet prudentially robust frameworks that can accommodate the rapid institutionalisation of digital asset markets. Stablecoins are no longer viewed as a niche product by financial institutions and regulators.

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    Yves Mauchle

    Read more: Editorial | The Swiss stablecoin regime in the context of global developments 
  • Proposed Regulation of Payment Instrument Institutions under the Swiss Financial Institutions Act: A Critical Analysis

    Until 6 February 2026, the Swiss Federal Council consulted on the introduction of a comprehensive regulatory framework for payment instrument institutions through amendments to the Financial Institutions Act. The proposed legislation, published for consultation on 22 October 2025, aims to establish Switzerland as a leading hub for stablecoin issuance while addressing perceived critical gaps in customer protection and financial stability. This contribution examines the key features of the new regulatory regime, with particular emphasis on the controversial exclusion of banks from issuing Swiss Stablecoins and the implications for Switzerland’s financial sector.

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    Benjamin Leisinger

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    Fabrice Eckert

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    Read more: Proposed Regulation of Payment Instrument Institutions under the Swiss Financial Institutions Act: A Critical Analysis
  • Can the Federal Council‘s Proposals Reinvigorate the Swiss FinTech and Crypto Sector?

    In October 2025, the Swiss Federal Council proposed two new licensing regimes – a payment institution and a crypto institution license – intended to replace the fintech license, which has not lived up to expectations. This article, focusing on the crypto institution license, assesses whether the new framework has the potential to reinvigorate Switzerland‘s fintech and crypto sector. In particular, it examines the proposed regulatory requirements for crypto institutions, which closely mirror those applied to securities firms, in relation to the business models and risk profiles of such institutions as well as the regulatory regimes of peer jurisdictions. The analysis…

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    Lukas Staub

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  • The New Era of U.S. Cryptocurrency Regulation: An Overview of 2025-2026 Reforms

    1) Introduction Significant changes have occurred in the United States’ regulatory environment regarding digital assets since January of 2025. Under President Trump’s administration, federal policy shifted decisively away from the enforcement-heavy approach that characterized the Biden era. This new federal strategy is a complete rethinking of federal agencies’ treatment of cryptocurrency and blockchain technology. It is no longer focused on using enforcement actions and restrictive guidance to shape the cryptocurrency and blockchain industries, but rather on enacting targeted legislation aimed at creating an environment that is welcoming to innovation in digital assets. This article surveys the main recent regulatory developments,…

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    Thomas Werlen

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    Nicolas Curchod

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    Simon Weber

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    Read more: The New Era of U.S. Cryptocurrency Regulation: An Overview of 2025-2026 Reforms
  • The Swiss passporting regimefor foreign prospectuses  

    Under the Swiss passporting regime for foreign prospectuses, eligible foreign prospectuses and base prospectuses may be used for securities offerings in Switzerland without a Swiss approval process. This passporting regime, often referred to as “automatic prospectus approval“, constitutes an attractive alternative for accessing the Swiss market. Drawing on five years of practical experience, this article provides a practical guide to the Swiss passporting regime for foreign prospectuses.

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    Fabio Elsener

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  • Practice notice of the Prospectus Office ofSIX Exchange Regulation AG No. 1/2025 

    On 25 September 2025, the review bodies of SIX Exchange Regulation AG and BX Swiss AG published a uniform practice notice, which clarifies the current supervisory practice for prospectus reviews under the Swiss Financial Services Act and the Swiss Financial Services Ordinance. The practice notice outlines key procedural aspects, including the commencement of review deadlines, the scope of the formal review, and the handling of missing or non-applicable prospectus content. It aims to provide the market with a comprehensive guide for future prospectus applications. This article further examines important guidance on prospectus approval practices, rule checks, and the treatment of…

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    Pascal Hodel

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    Manuel Hirlinger

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    Sandro Fehlmann

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    Read more: Practice notice of the Prospectus Office ofSIX Exchange Regulation AG No. 1/2025 
  • Ultima Capital’s Issuance of CHF 100 Million Common Bond Loan

    On 6 January 2026, Ultima Capital SA issued a CHF 100 m common bond loan subscribed for by National Bank of Greece S.A.

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    CapLaw

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