Collective Investment Schemes Ordinance (CISO)
English is not an official language of the Swiss Confederation. This translation is provided for information purposes only and has no legal force.
Chapter 1 Limited Partnership for Collective Inves
Art. 117 Object
(Art. 98 para. 1 CISA) 1 The LPCI may only manage its own investments. It is specifically prohibited from rendering services pursuant to Article 26 and 34 FinIA t on behalf of third parties or taking up entrepreneurial activities for the pursuit of commercial purposes. 2 It invests in risk capital of companies and projects and can determine their strategic direction. It can also invest in instruments pursuant to Article 121. 3 To achieve this object, it may: a. take control of voting rights in companies; b. sit on the body responsible for the governance, supervision and control of its participations, in order to safeguard the interests of the limited partners.
Art. 117 — Amended by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607). Para. 1 — SR 954.1 Para. 1 — Amended by Annex 1 No II 9 of the Financial Institutions Ordinance of 6 Nov. 2019, in force since 1 Jan. 2020 (AS 2019 4633).
Art. 118 General partners
(Art. 98 para. 2 CISA) 1 ... 2 Where the company has a general partner, the general partner must have a minimum paid-up share capital of 100,000 Swiss francs. Where it has several general partners, they must together have a minimum paid-up share capital of 100,000 Swiss francs. 3 In relation to the general partners, the authorisation and reporting duties defined in Articles 14 paragraph 1 and 15 paragraph 1 apply accordingly.
Para. 1 — Repealed by No I of the O of 13 Feb. 2013, with effect from 1 March 2013 (AS 2013 607).
Art. 119 Company agreement
(Art. 9 para. 3 and 102 CISA) 1 The general partners may delegate investment decisions and other activities, provided this is in the interests of efficient management. 2 They shall exclusively commission persons who are properly qualified to execute such activities, and shall ensure the instruction, monitoring and control necessary with respect to implementation of the tasks assigned. 3 The persons holding executive powers with the general partners may participate in the company as limited partners if: a. this is provided for in the company agreement; b. the participating interest stems from their private assets; and c. the participating interest is subscribed at the time of launch. 3bis ... 4 The company agreement regulates the details and must be published in an official language. FINMA may authorise a different language in individual cases.
Art. 119 — Amended by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607). Para. 3bis — 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). Para. 4 — Amended by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607).
Art. 120 Risk capital
(Art. 103 para. 1 CISA) 1 Risk capital is generally used for the direct or indirect financing of companies and projects in the basic expectation of generating above-average added value, coupled with the above-average probability of making a loss. 2 Financing may take the following specific forms: a. equity capital; b. borrowed capital; c. mixed forms of equity and borrowed capital such as mezzanine financing.
Art. 121 Other investments
(Art. 103 para. 2 CISA) 1 The following are specifically permitted: a. construction, real estate and infrastructure projects; b. alternative investments; c. other investments, in particular investments in real estate or infrastructure; d. mixed forms of all possible investments in accordance with Article 120 and Article 121. 2 The company agreement regulates the details. 3 Construction, real estate and infrastructure projects are permitted only if they are by persons that are neither directly nor indirectly related to: a. the general partner; b. the persons responsible for the administration and the management; or c. the investors. 4 The general partner, the persons responsible for the administration and the management and closely connected natural and legal persons, and the investors in an LPCI, may acquire real estate and infrastructure assets from that partnership or assign any such assets to it if: a. the market conformity of the purchase and selling price of the real estate assets
Para. 1 let. a — Amended by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607). Para. 1 let. c — Inserted by Annex 11 No 1 of the Financial Services Ordinance of 6 Nov. 2019, in force since 1 Jan. 2020 (AS 2019 4459). Para. 1 let. d — Inserted by Annex 11 No 1 of the Financial Services Ordinance of 6 Nov. 2019, in force since 1 Jan. 2020 (AS 2019 4459). Para. 3 let. c — Inserted by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607). Para. 4 let. b — In
Chapter 2 Investment Company with Fixed Capital
Art. 122 Objects
(Art. 110 CISA) 1 The investment company with fixed capital may only manage its own assets. Its primary object is to generate income and/or capital gains, whereby it does not pursue any entrepreneurial activities in the true sense. It is specifically prohibited from rendering services pursuant to Articles 26 and 34 FinIA on behalf of third parties. 2 It may delegate investment decisions as well as specific tasks, provided this is in the interests of efficient management.
Para. 1 — SR 954.1 Para. 1 — Amended by Annex 1 No II 9 of the Financial Institutions Ordinance of 6 Nov. 2019, in force since 1 Jan. 2020 (AS 2019 4633).
Art. 122a Minimum investment amount
(Art 110 para. 2 CISA) 1 Shares amounting to at least 500,000 Swiss francs must be fully paid up in cash at the time of formation. 2 The minimum investment amount must be maintained at all times. 3 The SICAF shall notify FINMA of any shortfall in the minimum investment amount immediately.
Art. 122a — Inserted by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607).
Art. 122b Treasury shares of the governing bodies
(Art 110 para. 2 CISA) The governing bodies must at all times hold treasury shares as a percentage of the total assets of the SICAF as follows, subject to a maximum of 20 million Swiss francs: a. 1 per cent for that portion not exceeding 50 million Swiss francs; b. ¾ per cent for that portion exceeding 50 million but not exceeding 100 mil-lion Swiss francs; c. ½ per cent for that portion exceeding 100 million but not exceeding 150 million Swiss francs; d. ¼ per cent for that portion exceeding 150 million but not exceeding 250 million Swiss francs; e. ⅛ for that portion exceeding 250 million Swiss francs.
Art. 122b — Inserted by No I of the O of 13 Feb. 2013, in force since 1 March 2013 (AS 2013 607).
Art. 123 Permitted investments
(Art. 110 CISA) 1 The provisions concerning permitted investments for other funds apply accordingly. 2 FINMA may authorise other investments.
Art. 124 Media of publication
(Art. 112 CISA) Article 39 applies accordingly.
Art. 125 Enforced redemption
(Art. 113 para. 3 CISA) Article 111 applies accordingly.
Art. 126 Amendments to the articles of association and investment regulations
(Art. 115 para. 3 CISA) In the media of publication, the SICAF shall publish the significant amendments to the articles of association and the fund regulations resolved by the general meeting and approved by FINMA, indicating the locations where the full wording of the amendments may be obtained free of charge.