We advise on the full spectrum of equity and equity-linked capital markets, including

• initial public offerings,
• rights issues and other secondary market transactions such as block trades, and
• private placements.

We specialize in complex cross-border transactions, where capital markets, corporate, supervisory and tax law issues are closely interrelated. Current examples are:

• recapitalisation of listed banks and industrial companies,
• relocation of listed insurance companies, and
• cross-border mergers, the separation of listed companies and complex public takeovers.

In these cases, we work closely with our specialists from other teams, in particular Corporate / M&A and Tax.

We leverage our experience gained in numerous transactions over the past three decades for the benefit of investment banks, Swiss and non-Swiss corporates and their shareholders both in the preparation and implementation of capital markets transactions and to support our clients in ongoing compliance.

For a discussion of the Swiss legal framework for capital raising, please see the attached article.

The financial services sector has seen a significant increase in regulatory scrutiny and proposals since the financial crisis. Key focus areas are:

• disclosure of shareholdings and management transactions,
• ongoing reporting obligations and ad-hoc publicity,
• corporate governance,
• executive compensation,
• insider trading and market abuse rules,
• tender offer obligations, and
• general duties concerning maintaining of the listing.

We are at the forefront of these developments and help our clients navigate these challenging regulatory requirements. Our experience and expertise also allow us to support clients in critical situations on short notice.

We regularly advise on the structuring, issue and distribution of innovative capital market instruments in Switzerland.

As recognised SIX Exchange Regulation representatives, we are in a position to take care of the entire documentation for our clients such as prospectus, application for listing and corresponding notifications concerning structured products, Exchange Traded Commodities (ETCs) or Exchange Traded Notes (ETNs) to be listed on the SIX Swiss Exchange (Scoach).

We also advise on distribution issues with respect to non-listed products and prepare the entire legal documentation.

We offer the full range of services to Swiss and non-Swiss fund management companies, SICAVs, SICAFs, limited partnerships for collective investment and similar, as well as to asset managers of collective investment schemes, distributors or representatives of foreign collective investment schemes.
Examples of our advisory services include:

• Structuring, setting-up, and distribution of Swiss and non-Swiss (UCITS and non-UCITS) collective investment schemes, including registration with the Swiss Financial Market Supervisory Authority (FINMA) and listing on the SIX Swiss Exchange (ETFs)
• Advising in all supervisory-law matters. Among other things, we are represented on the legal committee of the Swiss Funds Association, the leading industry organisation for collective investment schemes in Switzerland, which plays a decisive role in shaping the regulatory environment for collective investment schemes in cooperation with FINMA