SWITZERLAND Law and Practice Contributed by: Nicolas Béguin, Joseph Merhai, Thomas Pasquier and Benjamin Vignieu, Aegis
2.3.6 Rules Concerning Marketing of Alternative Funds Swiss AIFs
be offered to qualified investors in Switzerland without regulatory approval or authorisation. If foreign AIFs are offered to non-qualified inves - tors and/or qualified investors that are high net worth retail clients (including the private invest - ment structures created for them), a Swiss rep - resentative and paying agent must be appointed (Article 120, para 4 CISA). In addition, the marketing of foreign AIFs must comply with the requirements applicable to the marketing of Swiss AIFs. 2.3.7 Marketing of Alternative Funds Please see 2.2.3 Restrictions on Investors for a detailed overview of the categories of investors to which AIFs can be marketed in Switzerland. 2.3.8 Marketing Authorisation/Notification Process No authorisation or notification is required by FINMA prior to the marketing of Swiss AIFs. However, foreign AIFs must be approved by FINMA before they can be offered to non-qual - ified investors in Switzerland (Article 120, para 1 CISA). 2.3.9 Post-Marketing Ongoing Requirements There are no post-marketing ongoing require - ments for financial services providers that have marketed an AIF in Switzerland. For foreign CIS, please see 2.3.6 Rules Con- cerning Marketing of Alternative Funds regard - ing the duty to appoint a Swiss representative and paying agent. 2.3.10 Investor Protection Rules In Switzerland, investor protection provisions are an integral part of the regulatory framework for AIFs. Specific restrictions apply to ensure that certain categories of investors are specifically
The marketing of Swiss AIFs in Switzerland is regulated by FinSA and its implementing ordi - nance. Marketing of AIFs to investors in Switzer - land does not require a FINMA licence but may be considered as a financial service under Fin - SA. As a result, it may trigger Swiss regulations on financial service provision, which include: • rules of conduct at the point of sale (eg, duty to inform, assessment of appropriateness and suitability of financial services, documentation and accountability); • organisational requirements; and • for financial service providers targeting non-qualified investors, an affiliation with an ombudsman’s office. In addition, client advisers of Swiss financial service providers not subject to supervision, as well as client advisers of foreign financial service providers, may carry out their activity in Swit - zerland only if they are entered in a register of advisers (Article 28, para 1 FinSO). Prudentially supervised client advisers of foreign financial service providers are exempt from the registra - tion requirement if they provide their services only to qualified investors (Article 28 FinSA and Article 31 FinSO). Furthermore, offering fund units to the public triggers the obligation to publish a prospectus (see 2.1.4 Disclosure Requirements ). Foreign AIFs Foreign CIS, including foreign AIFs, must be approved by FINMA before they can be offered to non-qualified investors in Switzerland (Article 120, para 1 CISA), although their number is very limited in practice. Accordingly, foreign AIFs may
458 CHAMBERS.COM
Powered by FlippingBook