Any person in Switzerland who makes a public offer for the acquisition of securities or any person who seeks the admission of securities to trading on a trading venue must publish an approved prospectus. The prospectus contains strategic and financial company information, enabling investors to make an informed assessment of the opportunities and risks associated with an investment.
Prospectus Requirement and Content
In Switzerland, the prospectus requirement applies to companies that make a public offer to purchase securities – such as shares – or that wish to have such securities newly or additionally traded on a trading venue.
The prospectus provides comprehensive and detailed information, particularly the company’s assets, financial position, and results of operations.
Review, Approval and Publication
We accept prospectus submissions prepared in accordance with Swiss financial market legislation online, in our capacity as a reviewing body authorized by FINMA. Information on the procedure can be found via the link provided or in the ‘Tools’ section.
We examine whether the prospectus is complete, coherent and understandable. Where necessary, we request amendments. Following approval, we publish the key information, including details of where the full prospectus may be viewed by the public.
We operate a reviewing body licensed under public law. The relevant legal bases are available on the website of the Swiss Confederation:
Regulations
List of countries Art. 54 para. 3 FinSA
Supplements on facts not subject to approval Art. 56 para. 4 FinSA
Regulation on the suspension of deadlines in the prospectus review procedure Regulation on the suspension of deadlines in the prospectus review procedure
List of recognised foreign trading venues Art. 48 para. 3 FinSO
Schedule of Fees of the Prospectus Office Schedule of Fees of the Prospectus Office
List of generally recognised accounting standards Art. 51 para. 2 FinSO
Further Regulations
Guidance
User Manual Prospectus Office System
Form Power of Attorney Prospectus Office System
Form for Activation of a Technical User Account Prospectus Office System
Practice of the reviewing body 1/2021 Public-law corporations domiciled in Switzerland Application of the Harmonised Accounting Model: no interim financial statements in the prospectus for debt instruments (without derivatives)
Further Guidance