Collective Investment Schemes Ordinance (CISO)

(Art. 25 para. 3 CISA)

Art. 35

1 investment fund or the subfund of an umbrella fund must be issued for subscription (launch) within one year of approval by FINMA. 2 The investment fund or subfund of an umbrella fund must have net assets of at least 5 million Swiss francs at the latest one year following its launch. 3 FINMA may extend the time limits for a corresponding application. 4 Following expiry of the time period as defined in paragraphs 2 and 3, the fund management company shall notify FINMA of any shortfall forthwith.

Art. 35a Minimum content of the fund contract

(Art. 26 para. 3 CISA) 1 In particular, the fund contract contains the following information: a. the name of the investment fund, together with the name and registered office of the fund management company, the custodian bank and the manager of collective assets; b. investor eligibility; c. the investment policy, investment techniques, risk diversification and the risks associated with the investment; d. the subdivision into subfunds; e. the unit classes; f. investors’ right to cancel; g. the accounting year; h. the calculation of the net asset value and of the issue and redemption prices; i. the appropriation of net income and capital gains from the sale of assets and rights; j. the type, amount and calculation of all fees, the issue and redemption commission together with the incidental costs for the purchase and sale of the investments (brokerage fees, charges, duties) that may be charged to the fund’s assets or to the investors; k. the duration of the contract and the conditions of

Art. 36 Investment policy guidelines

(Art. 26 para. 3 let. b CISA) 1 The fund contract sets out the permitted investments: a. by type (equity securities, debt securities, derivative instruments, residential property, commercial properties; precious metals; commodities, etc.); b. by country, geographical region, sector or currency. 2 For other funds as defined in Article 68–71 CISA and Limited Qualified Investor Funds (L‑QIF) as defined in Article 118a CISA, it also sets out information on the special features and risks of the individual investments in terms of their characteristics and valuation. 3 The fund contract sets out the permitted investment techniques and instruments.

Art. 37 Fees and incidental costs

(Art. 26 para. 3 CISA) 1 The following may be charged to the assets of the fund or any subfunds: a. a management fee for remunerating the activities of the fund management company; b. custody fees and other costs for the remuneration of the custodian bank’s activity, including the costs for the safekeeping of the fund’s assets by third-party custodians or collective securities depositories; c. a management fee and any performance fees for the remuneration of the manager of collective assets; d. any distribution fees in remuneration of distribution activities; e. all the incidental costs listed in paragraphs 2 and 2bis; f. commission in accordance with paragraph 2ter. 2 Where explicitly provided by the fund contract, the following incidental costs may be charged to the assets of the fund or the subfunds: a. costs in connection with the purchase and sale of the investments including hedging transactions, specifically standard brokerage fees, commission, clearing and settlement costs, ban

Art. 38 Issue and redemption price; supplementary charges and deductions

(Art. 26 para. 3 CISA) 1 The investors may be charged for the following: a. all-in incidental costs incurred by the issue, redemption or conversion of units for the purchase and sale of investments; b. a fee for subscriptions, conversions or redemptions to the distributor to cover the costs associated with distribution. 2 The fund contract describes in a comprehensible, transparent manner the fees that may be charged to the investors, as well as their scale and the method of calculation.

Art. 39 Media of publication

(Art. 26 para. 3 CISA) 1 The prospectus for the investment fund must specify one or more media of publication in which the information required by the CISA and this Ordinance shall be made available to investors. The media of publication may be print media or electronic platforms that are publicly accessible and recognized by FINMA. 2 All facts which are subject to the disclosure requirement, and in relation to which investors are entitled to lodge objections with FINMA, in addition to the dissolution of an investment fund, must be published in the media of publication intended for such purpose.

Art. 40 Unit classes

(Art. 26 para. 3 let. k and 78 para. 3 CISA) 1 The fund management company may create, liquidate or merge unit classes subject to the consent of the custodian bank and the approval of FINMA. In doing so it shall address the following specific criteria: cost structure, reference currency, currency hedging, distribution or reinvestment of income, minimum investment or investor eligibility. 2 The procedural details are set out in the prospectus. The risk that a class may be liable for another class must be specifically disclosed in the prospectus. 3 The fund management company announces the creation, dissolution or merging of unit classes in the media of publication. Only a merger is deemed to be an amendment to the fund contract, and is governed by Article 27 CISA. 4 Article 112 paragraph 3a-c applies accordingly. 5 …

Art. 41 Amendments to the fund contract; duty to publish, time limit for lodging objections, entry into force and cash repayments

(Art. 27 para. 2 and 3 CISA) 1 The fund management company shall publish any amendment to the fund contract in the media of publication of the relevant fund in the form specified by the CISA. In this publication, the fund management company shall inform investors in a clear, comprehensible manner about which amendments to the fund contract are covered by FINMA’s verification and ascertainment of compliance with the Act. 1bis Amendments that are required by law, provided such amendments do not affect the rights of investors or are of an exclusively formal nature, may be exempted by FINMA from the duty to publish. 2 The period in which objections to the amendment of the fund contract may be lodged commences on the day following announcement in the media of publication. 2bis When approving the amendment to the fund contract, FINMA shall only verify the amendments to the provisions pursuant to Article 35a paragraph 1 lit. a–g and ensure their compliance with the Act. 2ter Where in relation

Art. 42–50

Repealed by Annex 1 No II 9 of the Financial Institutions Ordinance of 6 Nov. 2019, with effect from 1 Jan. 2020 (AS 2019 4633).

Art. 51 Self and externally managed SICAVs

(Art. 36 para. 3 CISA) 1 The self-managed SICAV performs its own administration. It may only delegate portfolio management in accordance with Article 36 paragraph 3 CISA to a manager of collective assets that is subject to a recognised supervisory body. 2 The externally managed SICAV delegates administration to an authorised fund management company. Administration also includes distribution of the SICAV. In addition, the externally managed SICAV delegates portfolio management to the same fund management company or to a manager of collective assets that is subject to a recognised supervisory body. 3 The provisions of Article 64 are reserved.

Art. 52 Object

(Art. 36 para. 1 let. d CISA) A SICAV may only manage its own assets or those of its subfunds. It is specifically prohibited from rendering services pursuant to Article 26 and 34 of the Financial Institutions Act of 15 June 2018 (FinIA) on behalf of third parties.

Art. 53 Minimum assets

(Art. 36 para. 2 CISA) In relation to the minimum assets of a SICAV, Article 35 applies accordingly.

Art. 54 Minimum investment amount

1 In respect of a self-managed SICAV and an externally managed SICAV that delegates administration to an authorised fund management company and portfolio management to another manager of collective assets, company shareholders must provide a minimum investment amount of 500,000 Swiss francs at the time of formation. 2 Where the externally managed SICAV delegates administration and portfolio management to the same authorised fund management company, company share- holders must provide a minimum investment amount of 250,000 Swiss francs at the time of formation. 3 The minimum investment amount must be maintained at all times. 4 A SICAV shall notify FINMA of any shortfall immediately.

Art. 55 Definition and level of capital adequacy

(Art. 39 CISA) 1 The holdings provided by the company shareholders are included in the capital. 2 The following must be deducted from the capital: a. any balance sheet loss attributable to the company shareholders; b. any allowances and provisions attributable to the company shareholders; c. intangible assets (including start-up and organisational costs as well as goodwill) with the exception of software; d. … 3 The self-managed SICAV calculates the required level of capital adequacy in accordance with Article 59 of the Financial Institutions Ordinance of 6 November 2019 (FinIO). 3bis An externally managed SICAV that delegates administration to an authorised fund management company and portfolio management to a manager of collective assets calculates the required level of capital adequacy in accordance with Article 59 FinIO. It may deduct 20 per cent from this amount. 3ter An externally managed SICAV that delegates portfolio management to a bank pursuant to the Federal Banking Act of 8

Art. 56 Net issue price at time of initial issue

(Art. 40 para. 4 CISA) All shares have the same net issue price at the time of initial issue of their category, irrespective of whether they belong to different categories. This represents the issue price payable by the investors at the time of issue less any fees and incidental costs.

Art. 57

Repealed by No I of the O of 13 Feb. 2013, with effect from 1. March 2013 (AS 2013 607).

Art. 58 Issue and redemption of shares

(Art. 42 para. 1 and 3 CISA) 1 Articles 37 and 38 apply accordingly. 2 Company shareholders may redeem their shares if: a. the appropriate ratio between holdings of the company shareholders and total assets of the SICAV is maintained even after redemption; and b. the minimum investment amount is maintained.

Art. 59 Investment in treasury shares

(Art. 42 para. 2 and 94 CISA) Investments by a subfund in other subfunds of the same SICAV do not constitute an investment in treasury shares.

Art. 60 Media of publication

(Art. 43 para. 1 let. f CISA) Article 39 applies accordingly.

Art. 61 SICAV with share classes

(Art. 40 para. 4 and 78 para. 3 CISA) 1 Where provided by the articles of association, a SICAV may create, dissolve or merge share classes with the approval of FINMA. 2 Article 40 applies accordingly. The merger requires the approval of the general meeting of shareholders. 3 The risk that a class of shares may be liable for another class must be disclosed in the prospectus.

Art. 62 Voting rights

(Art. 40 para. 4, 47 and 94 CISA) 1 Shareholders have the right to vote on: a. the subfund in which they are invested; b. the company if the decision affects the SICAV as a whole. 2 If the share of voting rights assigned to a subfund differs significantly from the share of assets assigned to the subfund, the shareholders may at the general meeting resolve to split or merge the shares of a share category in accordance with paragraph 1 letter b. FINMA must give its consent for such decision to be valid. 3 FINMA may order the splitting or merging of shares in a share class.

Art. 62a Custodian bank

(Art. 44a CISA) In relation to the custodian bank, Article 15 paragraph 2 of the present Ordinance and Article 53 FinIO apply accordingly.

Art. 62b Content of investment regulations

(Art. 43 and 44 CISA) 1 The content and approval of the investment regulations are based on the provisions on the fund contract, unless the CISA or articles of association provide otherwise. 2 When convening the general meeting, the SICAV informs shareholders in the form prescribed in the articles of association about: a. which changes to the investment regulations FINMA has verified; and b. which of these changes FINMA has established as being in compliance with the Act. 3 Paragraphs 1 and 2 apply to the articles of association accordingly, provided the latter regulate the contents of the investment regulations.

Art. 63 General meeting

(Art. 50 and 94 CISA) 1 The articles of association may provide for general meetings in respect of individual subfunds where decisions are involved which affect only such subfunds. 2 Shareholders which together hold at least 10 per cent of the votes of all or some subfunds may request that items be included on the agenda for discussion at the general meeting of the SICAV or subfund. 3 The general meeting of the SICAV or subfunds is responsible for amending the investment regulations provided such amendment: a. is not required by law; b. affects the rights of shareholders; or c. is not of an exclusively formal nature. 4 In the media of publication, the SICAV publishes the material amendments to the fund regulations resolved by the general meeting and approved by FINMA, indicating the offices from which the amended wording may be obtained free of charge. 5 The provision regarding important resolutions passed by the general meeting of a company limited by shares (Art. 704 of the Swiss Cod

Art. 64 Board of directors

(Art. 51 CISA) 1 The board of directors has the following tasks: a. performing the duties required under Article 716a CO; b. determining the principles of the investment policy; c. appointing the custodian bank or an institution in accordance with Article 44a paragraph 2 CISA; d. creating new subfunds, where provided by the articles of association; e. drawing up the prospectus and the key information document; f. administration. 2 The tasks laid down in paragraph 1a–c may not be delegated. 3 In a self-managed SICAV, the tasks defined in paragraph 1 letters d and e, in addition to the administrative sub-tasks defined in paragraph 1 letter f, specifically risk management, the structuring of the internal control system (ICS) and compliance, may only be delegated to the executive board. 4 In relation to the organisational structure of a self-managed SICAV, Article 51 paragraph 1, Article 52 paragraph 1 and Article 53 FinIO apply accordingly.

Art. 65 Delegation of tasks

(Art. 36 para. 3 and 51 para. 5 CISA) Articles 32 and 35 FinIA apply accordingly to the delegation of tasks.

Art. 66

Repealed by No I of the O of 13 Feb. 2013, with effect from 1. March 2013 (AS 2013 607).

Art. 67 Compliance with investment regulations

(Art. 53 ff. CISA) 1 Unless specified otherwise, the percentage restrictions given in this chapter relate to the fund assets at market values; they must be maintained at all times. 2 If the limits are exceeded as a result of market changes, the investments must be restored to the permitted level within a reasonable period, taking due account of the investors' interests. 2bis If the investment regulations are actively violated, in particular through purchases or sales, the investments must be immediately restored to the permitted level. If investors are not compensated for any loss incurred as a result of such an active investment violation, the investment violation must be reported to the audit company immediately and published in the media of publication as soon as possible. The report and publication must include a specific description of the investment violation and the loss incurred by the investors. All active investment violations must be reported in the annual report. 3 Securiti

Art. 68 Subsidiary companies and permitted investments

(Art. 53 ff. CISA) 1 With regard to the administration of collective investment schemes, the fund management company and the SICAV may deploy subsidiaries whose sole object is the holding of assets for collective investment. FINMA regulates the details. 2 A SICAV may acquire movable and non-movable assets which are essential for the direct performance of its operations. FINMA regulates the details.

Art. 69 Umbrella funds

(Art. 92 ff. CISA) 1 Umbrella funds may only comprise subfunds of the same type. 2 The following types of fund qualify: a. securities funds; b. real estate funds; c. other funds for traditional investments; d. other funds for alternative investments. 3 In the case of collective investment schemes which include subfunds, the investment restrictions and techniques for each individual subfund apply.

Art. 70 Permitted investments

(Art. 54 para. 1 and 2 CISA) 1 The following investments are permitted: a. securities in accordance with Article 71; b. derivative financial instruments in accordance with Article 72; c. units in collective investment schemes which comply with the requirements specified in Article 73; d. money market instruments as specified in Article 74; e. sight or time deposits with a term to maturity not exceeding twelve months held with banks domiciled in Switzerland or in a member state of the European Union or in another country provided that the bank is subject to supervision in that country which is equivalent to the standard of supervision in Switzerland. 2 The following are not permitted: a. investments in precious metals or precious metals certificates, commodities or commodity certificates; b. short-selling of investments in accordance with paragraph 1 letters a, b, c and d. 3 Investments in assets other than those named in paragraph 1 may not exceed 10 per cent of the fund's total assets

Art. 71 Securities

(Art. 54 CISA) 1 Securities are deemed to be equity or debt securities pursuant to Article 54 paragraph 1 CISA which embody a participation right or claim or the right to acquire such securities and rights by way of subscription or exchange, specifically warrants. 2 Investments in securities from new issues are permitted only if the terms of issue provide for their admission to a stock exchange or other regulated market which is open to the public. If one year following purchase they are not yet admitted on the stock exchange or other market open to the public, such securities must be sold within one month. 3 FINMA may formalise the permitted investments for a securities fund in accordance with the laws currently in force in the European Communities.

Art. 72 Derivative financial instruments

(Art. 54 and 56 CISA) 1 Derivative financial instruments are permitted if: a. their underlyings are instruments as defined in Article 70 paragraph 1 letters a-d, financial indices, interest rates, exchange rates, loans or currencies; b. the underlyings are instruments permitted by the fund regulations; and c. they are traded on a stock exchange or other regulated market open to the public. 2 In the case of transactions involving OTC derivatives, the following conditions shall be complied with in addition: a. The counterparty is a regulated financial intermediary specializing in such transactions. b. The OTC derivatives are traded daily or may be returned to the issuer at any time. In addition, it is possible for them to be valued in a reliable and trans- parent manner. 3 A securities fund's overall exposure associated with derivative financial instruments may not exceed 100 per cent of the net assets. The overall exposure may not exceed 200 per cent of the fund's total net assets. When

Art. 73 Investments in other collective investment schemes (target funds)

(Art. 54 and 57 para. 1 CISA) 1 The fund management company and the SICAV may only invest in target funds if: a. their documents restrict investments in other target funds for their part to a total of 10 percent; b. these funds are subject to provisions equivalent to those pertaining to securities funds in respect of the object, organisation, investment policy, investor protection, risk diversification, asset segregation, borrowing, lending, shortselling of securities and money market instruments, issue and redemption of units and content of the semi-annual and annual reports; c. the target funds are admitted as collective investment schemes in the country of domicile, where they are subject to investor protection which is equivalent to that in Switzerland, and international legal assistance is ensured. 2 They may invest a maximum of: a. 20 per cent of the fund's assets in units of the same target fund; and b. 30 per cent of the fund’s assets in units of target funds that do not meet t

Art. 73a Master feeder- structures

(Art. 54 and 57 para. 1 CISA) 1 A feeder fund is a collective investment scheme that by way of derogation from Article 73 paragraph 2 letter a invests at least 85 per cent of the fund’s assets in units of the same target fund (master fund). 2 The master fund is a Swiss collective investment scheme of the same type as the feeder fund but is not itself a feeder fund and does not hold any units in such a fund. 3 A feeder fund may invest up to 15 per cent of its fund assets in liquid assets (Art. 75) or derivative financial instruments (Art. 72). The derivative financial instruments may only be used for hedging purposes. 4 FINMA regulates the details.

Art. 74 Money market instruments

(Art. 54 para. 1 CISA) 1 The fund management company and the SICAV may acquire money market instruments if these are liquid and can be valued and are traded on a stock exchange or other regulated market that is open to the public. 2 Money market instruments that are not traded on a stock exchange or other regulated market that is open to the public may only be acquired if the issue or the issuer is subject to provisions regarding creditor or investor protection and if the money market instruments are issued or guaranteed by: a. the Swiss National Bank; b. the central bank of a member state of the European Union; c. the European Central Bank; d. the European Union; e. the European Investment Bank; f. the Organisation for Economic Cooperation and Development (OECD); g. another state including its constituent parts; h. a public international body of which Switzerland or at least one member state of the European Union is a member; i. a public body; j. a company whose securities are traded

Art. 75 Liquid assets

(Art. 54 para. 2 CISA) Liquid assets comprise bank credit balances and claims arising from repurchase agreements at sight or on demand with maturities of up to twelve months.

Art. 76 Securities lending and repurchase agreements (repo, reverse repo)

(Art. 26 para. 3 and 55 para. 1 let. a and b CISA) 1 Securities lending and repurchase agreements may only be used for the efficient management of the fund's assets. The custodian bank is liable for the proper, efficient settlement of securities lending and repurchase transactions. 2 Banks, brokers, insurance institutions and securities clearing organisations may be used as borrowers in the context of securities lending, provided they specialise in securities lending and furnish collateral which corresponds to the scope and risk of the proposed transactions. Repurchase transactions may be conducted under the same conditions with the institutions mentioned. 3 Securities lending and repurchase transactions are governed by a standardised framework agreement. 4 The fund contract or the investment regulations and the prospectus must contain the following information on securities lending and repurchase transactions: a. information on whether the collective investment scheme may enter into s

Art. 77 Raising and granting of loans; encumbrance of the fund's assets

(Art. 55 para. 1 let. c and d and para. 2 CISA) 1 At the expense of a securities fund: a. no loans may be granted, nor may any guarantees be concluded; b. no more than 25 per cent of the fund's net assets may be pledged or owner- ship thereof be transferred as collateral. 2 Securities funds may borrow the equivalent of up to 10 per cent of the net assets on a temporary basis. 3 Securities lending and repurchase agreements in the form of reverse repos are not deemed to be lending pursuant to paragraph 1a. 4 Repurchase agreements in the form of repos pursuant to paragraph 2 are deemed to be borrowing unless the funds obtained are used as part of an arbitrage transaction for the acquisition of securities of a similar type in connection with a reverse repo.

Art. 78 Risk diversification in relation to securities and money market instruments

(Art. 57 CISA) 1 Including the derivative financial instruments, the fund management company and the SICAV may invest up to 10 per cent of the fund's assets in securities or money market instruments of the same issuer. 2 The total value of the securities and money market instruments of the issuers in which more than 5 per cent of the fund's assets are invested may not exceed 40 per cent of the fund's assets. This limit does not apply to sight or time deposits as defined in Article 79 or to transactions in OTC derivatives as defined in Article 80, to which the counterparty is a bank as defined in Article 70 paragraph 1e.

Art. 79 Risk diversification in relation to sight and time deposits

(Art. 57 CISA) The fund management company and the SICAV may invest up to 20 per cent of the fund's assets in sight and time deposits held with the same bank. Investments in bank deposits (Art. 70 para. 1 let. e) in addition to liquid assets (Art. 75) are both subject to this limit.

Art. 80 Risk diversification in relation to OTC transactions and derivatives

(Art. 57 CISA) 1 The fund management company and the SICAV may invest up to 5 per cent of the fund's assets in OTC transactions with the same counterparty. 2 Where the counterparty is a bank as defined in Article 70 paragraph 1e, this limit is raised to 10 per cent of the fund's assets. 3 The derivative financial instruments and claims against counterparties arising from OTC transactions are subject to the regulations on risk diversification as defined in Articles 73 and 78-84. This does not apply to derivatives on indices which comply with the conditions defined in Article 82 paragraph 1 letter b. 4 Where the claims arising from OTC transactions are hedged using collateral in the form of liquid assets such claims are not included in the calculation of counterparty risk. FINMA regulates the details of the collateral requirements. In doing so, it shall take account of international standards.

Art. 81 Overall limits

(Art. 57 CISA) 1 Investments, deposits and claims in accordance with Articles 78–80 from the same issuer may not exceed 20 per cent of the fund's overall assets. 2 Investments and money market instruments in accordance with Article 78 from the same group of companies may not exceed 20 per cent of the fund's overall assets. 3 The limits defined in Articles 78–80 and 83 paragraph 1 may not be accumulated. 4 In the case of umbrella funds, these limits apply to each individual subfund. 5 Companies which form a group in accordance with international accounting regulations are deemed to be a single issuer.

Art. 82 Exceptions for index funds

(Art. 57 CISA) 1 The fund management company and the SICAV may invest a maximum of 20 per cent of the fund's assets in securities or money market instruments from the same issuer if: a. the fund regulations provide for the tracking of an index of equity or debt securities which is recognized by FINMA (index funds); and b. the index is sufficiently diversified, representative of the market to which it relates, and is published in an appropriate manner. 2 The limit is increased to 35 per cent for any securities or money market instruments from the same issuer where such instruments strongly dominate regulated markets. This exemption only applies in relation to a single issuer. 3 The investments defined in this article are not considered when observing the limit of 40 per cent defined in Article 78 paragraph 2.

Art. 83 Exemptions for publicly guaranteed or issued investments

(Art. 57 para. 1 CISA) 1 The fund management company and the SICAV may invest up to 35 per cent of the fund's assets in securities or money market instruments of the same issuer provided such instruments are issued or guaranteed by: a. an OECD member country; b. a public body from the OECD; c. a public international body of which Switzerland or a member state of the European Union is a member. 2 Subject to the approval of FINMA, they may invest up to 100 per cent of the fund's assets in securities or money market instruments of the same issuer. In such event the following rules must be observed: a. the investments are spread across securities or money market instruments from at least six different issues; b. up to 30 per cent of the fund's assets are invested in securities and money market instruments of the same issue; c. reference is made in the prospectus and in the advertising material to the specific approval of FINMA; the issuers in which more than 35 per cent of the fund's asset

Art. 84 Limit to the equity interest in a single issuer

(Art. 57 para. 2 CISA) 1 Neither the fund management company nor the SICAV may acquire equity securities representing more than 10 per cent of the overall voting rights in a company or which would enable it to exert a material influence on the management of an issuing company. 2 FINMA may grant an exception provided the fund management company or the SICAV provides evidence that it does not exert a material influence. 3 The fund management company and the SICAV may acquire the following on behalf of the fund assets: a. up to 10 per cent of the non-voting equity paper, debt instruments or money market instruments of the same issuer; b. up to 25 per cent of the units in other collective investment schemes which meets the requirements specified in Article 73. 4 The limit defined in paragraph 3 does not apply if, at the time of acquisition, the gross amount of the debt instruments, the money market instruments or the units in other collective investment schemes cannot be calculated. 5 The

Art. 85 Specific obligation to inform in the prospectus

(Art. 75 CISA) 1 The prospectus must provide information about the categories of investment instruments in which the fund is invested and whether transactions involving derivative financial instruments are conducted. Where transactions involving derivative financial instruments are conducted, an explanation must be given as to whether such transactions are conducted as part of the investment strategy or for the hedging of investment positions, and how the use of such instruments affects the risk profile of the securities fund. 2 Where the fund management company or the SICAV are permitted to invest the fund's assets primarily in investments other than those defined in Article 70 paragraph 1 letters a and e, or where they constitute an index fund (Art. 82), specific reference must be made to this fact in the prospectus and in the advertising material. 3 Where the net assets of a securities fund exhibit high volatility or a high leverage effect owing to the composition of the investments

Art. 86 Permitted investments

(Art. 59 para. 1 and 62 CISA) 1 The investments of real estate funds or real estate SICAVs must be specifically named in the fund regulations. 2 The following real estate, which is entered on the basis of the registration of the fund management company, SICAV or fund management company appointed by the SICAV pursuant to paragraph 2bis, is deemed to be real estate pursuant to Article 59 paragraph 1 letter a CISA: a. residential buildings; b. properties which are used exclusively or mainly for commercial purposes; mainly means where the income from the commercial element accounts for at least 60 per cent of the total income from real estate (commercially used properties); c. mixed-use buildings used for residential as well as commercial purposes; mixed means where the income from the commercial element accounts for more than 20 per cent but less than 60 per cent of the income from real estate; d. condominiums; e. building land (including properties for demolition) and buildings under con

Art. 87 Risk diversification and limits

(Art. 62 CISA) 1 Real estate funds must spread their investments over at least ten properties. Residential estates which have been built using the same principles of construction and neighbouring plots of land are deemed to be a single property. 2 The market value of a single property may not exceed 25 per cent of the fund's assets. 3 The following limits expressed as a percentage of the fund's assets apply to the investments defined in a–d: a. up to 30 per cent of the fund's assets may be invested in building land, including properties for demolition, and buildings under construction; b. up to 30 per cent of the fund's assets may be invested in leasehold land; c. up to 10 per cent of the fund's assets may be invested in mortgage notes and other contractual charges on property; d. up to 25 per cent of the fund's assets may be invested in other real estate funds and real estate investment companies as defined in Article 86 paragraph 3 letter c. 4 The investments defined in paragraph 3 l

Art. 88 Dominant influence of the fund management company and the SICAV in the case of ordinary co-ownership

(Art. 59 para. 2 CISA) 1 The fund management company and the SICAV are deemed to exert a dominant influence if they have a majority of the co-ownership shares and votes. 2 In a set of rules governing use and administration as defined in Article 647 paragraph of the Swiss Civil Code (CC) they shall retain all rights, measures and actions provided for in Articles 647a–651 CC. 3 The right of pre-emption pursuant to Article 682 CC may not be suspended under contract. 4 Co-ownership of common facilities associated with properties held by the collective investment scheme which are part of a more extensive development must not grant a controlling influence. In such cases, the right of pre-emption pursuant to paragraph 3 may be suspended under contract.

Art. 89 Liabilities; short-term fixed interest securities and funds available at short notice

(Art. 60 CISA) 1 Liabilities are deemed to be borrowings, obligations from business activities, in addition to all claims arising from units on which notice has been given. 2 Short-term fixed interest securities are deemed to be debt securities with a term or residual term to maturity of up to twelve months. 3 Funds available at short notice are deemed to be cash on hand, postal check and bank account deposits at sight and on demand with maturities of up to twelve months, as well as guaranteed credit facilities with a bank for up to 10 per cent of the fund's net assets. The credit facilities must be included in the maximum level of pledging permitted pursuant to Article 96 paragraph 1.

Art. 90 Collateral for construction projects

(Art. 65 CISA) Fixed-income securities with a term or residual term to maturity of up to 24 months may be held as collateral for impending construction projects.

Art. 91 Derivative financial instruments

(Art. 61 CISA) Derivative financial instruments are permitted for the hedging of interest rate, currency, credit and market risk. The provisions applicable to securities funds (Art. 72) apply accordingly.

Art. 91a Closely connected persons

(Art. 63 para. 2 and 3 CISA) 1 In particular, closely connected persons include: a. the fund management company, SICAV, custodian bank and their agents, specifically architects and building contractors commissioned by them; b. the members of the board of directors and employees of the fund management company or SICAV; c. the board of directors and members of the executive board as well as employees of the custodian bank appointed to monitor the real estate funds; d. the audit company and the employees entrusted with the auditing of the real estate funds; e. the valuation experts; f. the real estate companies not belonging 100 per cent to the real estate fund and members of the board of directors and employees of such real estate companies; g. the property management businesses entrusted with the management of the real estate and members of the board of directors and employees of such property management businesses; h. the significant equity holders pursuant to Article 14 paragraph 3 CI

Art. 92 Valuation of real estate upon purchase or sale

(Art. 64 CISA) 1 Real estate which the fund management company or SICAV wish to purchase must be valued in advance. 2 The valuation expert shall physically inspect the property when performing the valuation. 3 In the event of a sale, a new valuation may be waived if: a. the existing valuation is no older than three months; and b. there has not been any material change in the situation. 4 The fund management company and the SICAV must explain to the audit company for the reason for any sale price which is below the estimated valuation or purchase price which is above such valuation.

Art. 93 Valuation of properties belonging to the collective investment scheme

(Art. 64 CISA) 1 The market value of the properties belonging to the real estate fund must be reappraised by the valuation experts at the end of each accounting year. 2 The properties must be physically inspected by the valuation experts at least every three years. 3 The valuation experts must provide the audit company with justification for their method of valuation. 4 Where the fund management company and the SICAV do not adopt the revised valuation figure in their accounts, they must explain this to the audit company.

Art. 94 Assessment and valuation in relation to construction projects

(Art. 64 and 65 CISA) 1 In relation to construction projects, the fund management company and the SICAV shall instruct at least one valuation expert to examine whether or not the probable costs are reasonable and in accordance with the prevailing market situation. 2 Following the completion of the building, the fund management company and the SICAV shall instruct at least one valuation expert to assess the market value.

Art. 95 Duty to publish

(Art. 67 CISA) 1 The fund management company and the SICAV shall publish in the media of publication the market value of the fund's assets and resulting net asset value of the fund units simultaneously with the announcement to the bank or securities firm entrusted with the regular on and off-exchange trading of the units of the real estate fund. 2 In relation to real estate funds which are traded on a stock exchange or other regulated market open to the public, the relevant regulations governing stock trading must also be observed.

Art. 96 Special powers

(Art. 65 CISA) 1 In relation to pledging land and ceding the rights of lien as collateral pursuant to Article 65 paragraph 2 CISA, the encumbrance may not exceed on average one third of the market value of all real estate assets. 1bis To safeguard liquidity, the charge may be temporarily and exceptionally increased to half the market value where: a. provision is made in the fund regulations; and b. the interests of the investors are safeguarded. 1ter As part of its audit of the real estate fund, the audit company expresses its opinion on the conditions pursuant to paragraph 1bis. 2 Where the fund management company and the SICAV commission the construction of buildings or carry out the refurbishment of buildings, they may during the period of preparation, construction or refurbishment credit the income statement of the real estate fund for building land and buildings under construction at the prevailing market rate, provided the costs do not exceed the estimated market value as a resul

Art. 97 Issuing of units in real estate funds

(Art. 66 CISA) 1 Units may be issued at any time. This may only be effected in tranches. 2 The fund management company and SICAV shall specify at least: a. the planned number of new units to be issued; b. the planned subscription ratio for the existing investors; c. the issuing method for the subscription rights. 3 The valuation experts shall review the market value of each property in order to calculate the net asset value and determine the issue price.

Art. 98 Early redemption of units in real estate funds

(Art. 66 CISA) Units on which notice has been given in the course of an accounting year may be redeemed early by the fund management company and the SICAV at the close of said accounting year, providing: a. the investor has stated this wish in writing or in another form demonstrable via text at the time of serving notice; b. the wishes of all investors who have requested early redemption can be met.

Art. 99 Permitted investments

(Art. 69 CISA) 1 The following investments are specifically admitted for other funds: a. securities; b. units in collective investment schemes; c. money market instruments; d. sight and time deposits with a term of up to twelve months; e. precious metals; f. derivative financial instruments whose underlyings are securities, collective investment schemes, money market instruments, derivative financial instruments, indices, interest rates, exchange rates, loans, currencies, precious metals, commodities or similar instruments; g. structured products relating to securities, collective investment schemes, money market instruments, derivative financial instruments, indices, interest rates, exchange rates, currencies, precious metals, commodities or similar instruments. 2 In the case of other funds for alternative investments, FINMA may admit other investments such as commodities and the corresponding commodity certificates. 3 Investments as defined in Article 69 paragraph 2 CISA must be expl

Art. 100 Investment techniques and restrictions

(Art. 70 para. 2 and 71 para. 2 CISA) 1 Other funds for traditional investments may: a. raise loans for an amount not exceeding 25 per cent of the fund's net assets; b. pledge or cede as collateral no more than 60 per cent of the fund's net assets; c. commit to an overall exposure of up to 225 per cent of the fund's net assets; d. engage in short-selling. 2 Other funds for alternative investments may: a. raise loans for an amount not exceeding 50 per cent of the fund's net assets; b. pledge or cede as collateral no more than 100 per cent of the fund's net assets; c. commit to an overall exposure of up to 600 per cent of the fund's net assets; d. engage in short-selling. 3 The investment restrictions shall be set out explicitly in the fund regulations. Such regulations shall also govern the nature and scale of short-selling permitted.

Art. 101 Derogations

(Art. 69–71 CISA) FINMA may in individual cases grant a derogation from the regulations pertaining to: a. the permitted investments; b. the investment techniques; c. the restrictions; d. the risk diversification.

Art. 102 Risk notice

(Art. 71 para. 3 CISA) 1 The notice regarding special risks (warning clause) requires the approval of FINMA. 2 The warning clause must be placed on the first page of the fund regulations, the prospectus and the key information document in accordance with Articles 58–63 and 66 FinSA, and in all cases in the form in which it was approved by FINMA.

Art. 102a Organisational structure

(Art. 72 CISA) 1 The custodian bank must have an organisational structure that is appropriate to its tasks and employ personnel who possess suitable, relevant qualifications for their activity. 2 For the fulfilment of its activities as custodian bank, it has at least three full-time employees with signatory powers.

Art. 103 Duty of disclosure

(Art. 72 para. 2 CISA) The custodian bank shall notify the audit company of the executive persons entrusted with the tasks of custodian bank activity.

Art. 104 Duties

(Art. 73 CISA) 1 The custodian bank has the following tasks: a. It is responsible for account and safekeeping account management on behalf of the collective investment schemes, but does not have independent access to their assets. b. It ensures that in the case of transactions relating to the assets of the collective investment scheme the counter-value is transferred thereto within the usual time limit. c. It notifies the fund management company or collective investment scheme if the counter-value is not refunded within the usual time limit and where possible requests reimbursement for the asset item concerned from the counterparty. d. It keeps the required records and accounts in such manner that it is at all times able to distinguish between the assets held in safe custody of the individual collective investment schemes. e. In relation to assets that cannot be placed in safe custody, it verifies owner- ship of the fund management company or collective investment scheme and keeps a re

Art. 105 Change of custodian bank, time limit for lodging objections, entry into force and cash payments

(Art. 74 CISA) 1 Article 41 applies accordingly to the change in custodian bank of a contractual fund. 2 The decision to change custodian bank shall be published immediately in the media of publication of the SICAV.

Art. 105a Duties in relation to the delegation of safekeeping

(Art. 73 para. 2 and 2bis CISA) Where the custodian bank transfers safekeeping of the fund’s assets to a third-party custodian or central securities depository in Switzerland or abroad, it shall verify and monitor whether the latter: a. possesses an appropriate organisational structure, financial guarantees and the specialist qualifications required given the nature and complexity of the assets entrusted to it; b. is subject to regular external audits, thereby ensuring that it possesses the financial instruments; c. the assets received from the custodian bank are kept in safe custody in such a manner that by means of regular portfolio comparisons they can at all times be clearly identified as belonging to the fund’s assets; d. complies with the provisions applicable to the custodian bank with respect to the performance of the tasks delegated to it and the avoidance of conflicts of interest.

Art. 106 Exchange-Traded Funds (ETF)

(Art. 15 and 78 para. 3 CISA) 1 Units or unit classes of an open-ended collective investment scheme that are permanently listed on a Swiss stock exchange and for which at least one market maker in accordance with Article 41 letter c FinIA ensures that the value of the traded units or unit classes does not deviate significantly from the indicative net asset value are deemed to be exchange-traded funds (ETFs). 2 A collective investment scheme may only be designated as an ‘exchange-traded fund’ or ‘ETF’ if all units or unit classes are structured as ETFs. 3 The prospectus must contain the following information on ETFs in particular: a. information on the listing and indicative net asset value of the ETF and the market maker; b. information on where and how often the composition of the ETF's portfolio or its basket of securities is disclosed; c. a description of the ETF's trading on the primary and secondary markets and the associated risks; d. reference to the right of secondary market in

Art. 107

Repealed by Annex 11 No 1 of the Financial Services Ordinance of 6 Nov. 2019, with effect from 1 Jan. 2020 (AS 2019 4459).

Art. 107a

Inserted by No I of the O of 29 June 2011 (AS 2011 3177). Repealed by Annex 11 No 1 of the Financial Services Ordinance of 6 Nov. 2019, with effect from 1 Jan. 2020 (AS 2019 4459).

Art. 107b–107e

Inserted by No I of the O of 13 Feb. 2013 (AS 2013 607). Repealed by Annex 11 No 1 of the Financial Services Ordinance of 6 Nov. 2019, with effect from 1 Jan. 2020 (AS 2019 4459).

Art. 108 Payment; certification of units

(Art. 78 para. 1 and 2 CISA) 1 The paying agent shall be a bank under the Federal Act on Banks and Savings Banks of 8 November 1934. 2 Where the fund regulations provide for the delivery of unit certificates, the custodian bank, at the investor’s request, certifies his or her rights in securities (Art. 965 CO) without par value, in registered form and structured as order instruments (Art. 967 and 1145 CO). 3 Unit certificates may only be issued after payment of the issue price. 4 The issuing of fractions of units shall only be permitted in the case of investment funds.

Art. 108a Liquidity management

(Art. 78a CISA) 1 The fund management company or the SICAV must ensure the appropriate management of liquidity for each collective investment scheme it manages by means of a process. 2 In particular, the process must provide that: a. the overall liquidity profile of the investments of the collective investment scheme is consistent with the investment policy and the redemption terms and is in line with the existing liabilities of the collective investment scheme; b. the liquidity of each portfolio is continuously monitored and regularly assessed, taking into account other material risks, in order to identify liquidity risks at an early stage and to be able to respond to them in a timely and appropriate manner; c. the liquidity of the investments and the impact of the investment on the liquidity of the portfolio are taken into account when making investment decisions; d. appropriate liquidity management instruments are provided for each collective investment scheme; e. the fund managemen

Art. 109 Exceptions from the right to redeem at any time

(Art. 79 CISA) 1 The regulations of a collective investment scheme whose value is difficult to ascertain, or which has limited marketability, may provide for notice to be served only on specific dates, subject to a minimum of four times per year. 2 FINMA may in the event of a justified request restrict the right to redeem at any time depending on the investments and investment policy. This shall apply specifically in the case of: a. investments which are not listed and not traded on another regulated market open to the public; b. mortgages; c. private equity investments. 3 Where the right to redeem at any time is restricted, such fact must be stated explicitly in the fund regulations, in the prospectus and in the key information document. 4 The right to redeem at any time may be suspended for a maximum of five years. 5 The fund management company and the SICAV may permit a pro rata cutting off of redemption applications on reaching a specific percentage or threshold on a specific tradi

Art. 110 Deferred repayment

(Art. 81 CISA) 1 The fund regulations may provide for repayment to be deferred temporarily in the following exceptional cases: a. where a market which serves as the basis for the valuation of a significant proportion of the fund's assets is closed, or if trading on such market is restricted or suspended; b. in the event of political, economic, military, monetary or other emergencies; c. if, owing to exchange controls or restrictions on other asset transfers, the collective investment scheme can no longer transact its business; d. in the event of large-scale withdrawals of units which may significantly endanger the interests of the other investors. 2 The audit company and FINMA must be informed immediately of any decision to defer redemptions. The decision must also be communicated to the investors in a suitable manner.

Art. 110a Segregation of individual investments

(Art. 15 and 78 para. 3 CISA) 1 FINMA may approve the segregation of individual illiquid investments of a collective investment scheme (side pockets) in exceptional cases at the justified request of the fund management company or the SICAV if this is in the interests of all investors and if the fund contract or the investment regulations so provide. 2 The fund management company or the SICAV must publish its decision on segregation in the media of publication following approval by FINMA.

Art. 111 Enforced redemption

(Art. 82 CISA) 1 Enforced redemption pursuant to Article 82 of the Act is permitted only in exceptional circumstances. 2 The reasons for enforced redemption must be set out in the fund regulations.

Art. 112 Subfunds

(Art. 92–94 CISA) 1 The fund management company and the SICAV shall prepare a single set of fund regulations for a collective investment scheme. Such regulations shall include the designation of the scheme and the additional designations of the individual sub- funds. 2 Where the fund management company or the SICAV has the right to create additional subfunds, or dissolve or merge existing subfunds, specific reference must be made thereto in the fund regulations. 3 The fund management company and the SICAV shall also set out in the fund regulations that: a. fees may be debited only to that subfund for which a specific service is rendered; b. costs which cannot be clearly assigned to a particular subfund are charged to the individual subfunds in proportion to their assets; c. investors are only entitled to the assets and income of the particular subfund in which they are invested or whose shares they hold; d. only the subfund concerned is liable for the liabilities of that individual sub

Art. 113

Repealed by Annex 1 No II 9 of the Financial Institutions Ordinance of 6 Nov. 2019, with effect from 1 Jan. 2020 (AS 2019 4633).

Art. 114 Conditions relating to restructurings

(Art. 92 and 95 para. 1 CISA) 1 Investment funds or subfunds may be merged by the fund management company if: a. provision therefore is made in the relevant fund contracts; b. they are managed by the same fund management company; c. the relevant fund contracts are generally identical in their requirements on the following: 1. investment policy, investment techniques, risk diversification as well as the risks associated with the investment policy, 2. appropriation of net income and capital gains from the disposal of assets and rights, 3. nature, amount and calculation of all remuneration, the issue and redemption fees as well as the incidental costs for the purchase and sale of investments, such as brokerage fees, other fees, levies, which may be charged to the fund assets or to investors, 4. term of the contract and the conditions for termination; d. the assets of the funds concerned are valued, the exchange ratio is calculated, and the assets and liabilities are acquired on the same d

Art. 115 Procedure for the merging of collective investment schemes

(Art. 95 para. 1 let. a and b CISA) 1 In the case of the merging of two investment funds, the investors of the fund being transferred receive an equivalent number of units in the acquiring fund. The fund being transferred is terminated without liquidation. 2 The fund contract governs the merging procedure. In particular, it contains provisions regarding: a. the information to be given to the investors; b. the audit company's duty to inspect the accounts at the time of the merger. 3 FINMA may grant limited deferment of repayment if the merger is likely to take more than one day. 4 The fund management company shall notify FINMA that the merger has been completed. 5 ...

Art. 115a Transfer of assets, conversion and division

In the case of the transfer of assets of a SICAV, as well as the division and the conversion of an open-ended collective investment scheme, Articles 114 and 115 apply accordingly.

Art. 116 Dissolution of a collective investment scheme

(Art. 96 and 97 CISA) 1 The collective investment scheme shall be dissolved and may be liquidated immediately provided: a. the fund management company or the custodian bank has served notice; b. the shareholders of a SICAV have resolved the dissolution. 2 Where FINMA orders the dissolution of the collective investment scheme, such scheme shall be liquidated immediately. 3 Prior to the final payment, the fund management company or the SICAV shall obtain authorisation from FINMA. 4 The trading of units on the exchange ceases at the time of dissolution. 5 The termination of the custodian bank agreement between the SICAV and the custodian bank shall be notified to FINMA and the audit company immediately.