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.

  • EARLY INTERVENTION REGIME

    On 6 June 2025, the Swiss Federal Council published proposed additional powers for the Swiss Financial Market Supervisory Authority FINMA. This article assesses the intended early intervention regime.


    Read more: EARLY INTERVENTION REGIME
  • A “Swiss Senior Managers Regime”: Less Is More

    The Federal Council welcomes the introduction of a supervisory regime for senior managers of Swiss banks, citing perceived gaps in regulatory accountability. In fact, what is needed is not a new regulatory regime modelled on the British “senior managers regime”, but rather clarification and refinement of the current framework.


    Read more: A “Swiss Senior Managers Regime”: Less Is More
  • The Proposal to Grant FINMA the Power to Impose Fines

    This article examines the proposal to grant Swiss Financial Market Supervisory Authority (FINMA) the power to impose fines. The initiative, once seen as unlikely, gained renewed attention after the collapse of Credit Suisse and has since been supported by FINMA and considered by the Federal Council and the Swiss Parliament. While proponents emphasise deterrence, international credibility, and enhanced accountability, critics point to limited effectiveness, potential conflicts with the nemo tenetur principle, and risks to FINMA’s cooperative supervisory model. The article concludes that, if introduced, fining powers should be narrowly circumscribed and confined to legal entities.


    Read more: The Proposal to Grant FINMA the Power to Impose Fines
  • Idorsia Ltd’s Placement of 16.4 Million Shares through Accelerated Bookbuilding

    On 10 October 2025, Idorsia Ltd (SIX-listed) announced the launch of an accelerated bookbuilding offering, which led to the placement of 16.4 million shares at an offer price of CHF 4.00 per offered share, raising aggregate gross proceeds of approximately CHF 65.6 million. J.P. Morgan and UBS acted as Joint Bookrunners and Global Coordinators, and H.C. Wainwright & Co. acted as Lead Manager in connection with the offering.


    Read more: Idorsia Ltd’s Placement of 16.4 Million Shares through Accelerated Bookbuilding
  • DocMorris Finance B.V.’s Placement of CHF 49.6 Million Convertible Bonds Due 2028 and Early Buyback of Convertible Bonds due 2026

    On 22 October 2025, DocMorris Finance B.V., a subsidiary of DocMorris AG (SIX: DOCM), placed EUR 49.6 million senior unsecured bonds due 2028 and convertible into shares of DocMorris AG. Further, in November 2025, DocMorris Finance B.V. conducted a tender offer for its outstanding convertible bonds due 2026 at 103.5% of the par value plus accrued and unpaid interest. The number of tendered bonds was 72,713, corresponding to an aggregate principal amount of CHF 72,713,000. The convertible bond transactions were managed by BofA Securities Europe SA and UBS AG.


    Read more: DocMorris Finance B.V.’s Placement of CHF 49.6 Million Convertible Bonds Due 2028 and Early Buyback of Convertible Bonds due 2026
  • CoinShares’s Listing of Physical Staked Toncoin ETP on SIX Swiss Exchange

    On 28 October 2025, CoinShares International Limited, with an announced merger with Vine Hill Capital Investment Corp (Nasdaq: VCIC), launched the CoinShares Physical Staked Toncoin – a regulated exchange-traded product offering exposure to TON (The Open Network) listed on SIX Swiss Exchange Zurich, the high-performance blockchain integrated with Telegram’s global ecosystem. This launch combines CoinShares’ proven track record of delivering institutional-grade digital asset innovations with TON’s unique infrastructure that bridges on-chain technology with real-world adoption at unprecedented scale.


    Read more: CoinShares’s Listing of Physical Staked Toncoin ETP on SIX Swiss Exchange
  • EQT, ADIA and Auba’s Placement of 8.4% of Galderma’s Share Capital

    On 30 October 2025, a consortium led by EQT together with ADIA and Auba Investment Pte. Ltd., successfully completed the placement of 20 million shares in Galderma Group AG at a price of CHF 130.00 per share via an accelerated bookbuilding process. The placement raised CHF 2.6 billion in total.


    Read more: EQT, ADIA and Auba’s Placement of 8.4% of Galderma’s Share Capital
  • Clariant’s Issuance of Dual Tranche CHF 200 Million and CHF 100 Million Bonds due 2030 and 2034

    On 4 November 2025, Clariant AG issued two CHF bonds with a total volume of CHF 300 million, Tranche A being CHF 200 million and Tranche B CHF 100 million. The bonds of Tranche A have a coupon of 1.650% and will be due in 2030. The bonds of Tranche B have a coupon of 2.200% and will be due in 2034. The bonds will be listed on SIX Swiss Exchange. The bond issuance was managed by Commerzbank, Deutsche Bank and UBS.


    Read more: Clariant’s Issuance of Dual Tranche CHF 200 Million and CHF 100 Million Bonds due 2030 and 2034
  • Cornèr Banca’s Issuance of CHF 150 Million Bonds due 2029

    On 5 November 2025, Cornèr Banca issued CHF bonds with a volume of CHF 150 million. The bonds have a coupon of 1.0000% and will be due in 2029. The bonds will be listed on SIX Swiss Exchange. The bond issuance was managed by UBS, Sarasin and Vontobel.


    Read more: Cornèr Banca’s Issuance of CHF 150 Million Bonds due 2029
  • UBS Group AG’s Issuance of USD 3.25 Billion Fixed Rate/Floating Rate Callable Senior Notes under its Senior Debt Programme

    On 6 November 2025, UBS Group AG issued USD 2 billion Fixed Rate/Floating Rate Callable Senior Notes due November 2033, and USD 1.25 billion Fixed Rate/Floating Rate Callable Senior Notes due May 2047 under its Senior Debt Programme. The Notes are governed by Swiss law and will be listed on the SIX Swiss Exchange.


    Read more: UBS Group AG’s Issuance of USD 3.25 Billion Fixed Rate/Floating Rate Callable Senior Notes under its Senior Debt Programme