FinSA (FIDLEG)

On 4 November 2015, the Swiss Federal Council adopted the draft Financial Services Act and submitted it to the Swiss Parliament. If enacted as proposed, it will impose new requirements on financial services providers and will introduce a new Swiss prospectus regime. Modeled largely after the EU prospectus framework, the new prospectus regime will be a veritable paradigm change to Swiss capital market regulation, introducing a number of novelties for issuers of securities in the Swiss market, such as the requirement for an ex ante approval for most financial instruments, coupled with some important long-awaited explicit exemptions from such requirement…

The Draft Federal Financial Services Act (FinSA) provides for uniform rules for the requirement to publish a prospectus for all public securities offerings and for the admission of securities to trading on a trading venue. A central element of the new regulations is the requirement for a mandatory check of the prospectus by a reviewing body (Prüfstelle), prior to the publication of the prospectus. This article discusses the new prospectus requirements according to the FinSA and introduces the reviewing body as a new element of the listing procedure. Further, the possible impact of these new regulations on the listing process…

On 4 November 2015 the Swiss Federal Council has published the Message (Botschaft) on the Financial Services Act (Finanzdienstleistungsgesetz, FIDLEG). In the industry, it has been expected with great excitement and interest, as it will have a major impact, inter alia, on how financial services and products may be offered and sold to clients. Also, the FIDLEG, together with the new Financial Institutions Act (Finanzinstitutsgesetz, FINIG), will define how equivalent the relevant Swiss regulation will be when compared with, in particular, EU regulation. This article aims to provide a short overview on the core content of the FIDLEG, namely, the…

While the draft Financial Services Act (FinSA) primarily has a regulatory purpose, it also contains provisions set to effect the private law relationship between providers of financial services and clients. The proposed measures include a claimant-friendly rule regarding the allocation of costs in litigation proceedings, stricter requirements for financial services providers regarding documentation, information and disclosure of documents for the purpose of enforcement of clients’ rights, and a quasi-mandatory ombuds system for all disputes arising out of financial services contracts, including loan contracts, insurance contracts and all normal retail client bank relationships. By Thomas Werlen / Jonas Hertner (Reference: CapLaw-2016-4)

On 4 November 2015 the Swiss government published the dispatch on the Financial Services Act (FinSA). In line with international standards, the FinSA will introduce an obligation for financial service providers to make a key information document available to retail clients, when offering them financial instruments. According to the dispatch, the aim of the proposed information document is to provide to retail clients “the information which are required, to treat them as “mature” investors, capable of taking responsibility for their own investment decisions”. By Enrico Friz (Reference: CapLaw-2016-5)

European legislation as well as other international standards increasingly influence Swiss financial market regulation; the new Financial Services Act (FinSA) is the direct consequence. As expected, the Swiss legislator tailored the new business conduct rules towards the EU directive. The remaining questions, however, lie in the interpretation, application, and development of the new provisions by the regulatory authorities and courts. By Peter Sester / Linus Zweifel (Reference: CapLaw-2016-6)