FINMA Collective Investment Schemes Ordinance
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 Accounting
Section 1 General Provisions
Art. 79 Principles
(Arts. 87 and 91 CISA) 1 Unless the CISA and this Ordinance provide otherwise, the provisions set out in the Code of Obligations (CO) in accordance with Article 87 CISA apply in respect of accounting. 2 Accounting must comply with the statutory requirements for the annual and semi-annual reports (Art. 89 ff. CISA) and be conducted in such a way that the accounts provide a true and fair view of the financial situation and income. 3 Transactions, including off-balance-sheet transactions, must be recognised immediately after conclusion of the contract. Concluded transactions that have not yet been executed must be accounted for by using the closing date principle. 4 The accounting must take account of the tax law requirements.
Para. 1 — SR 220
Art. 80 Unit of account
(Arts. 26 para. 3 and 108 CISA; Art. 35a para. 1 let. o CISO) 1 A foreign currency may be designated as the unit of account for: a. an investment fund or its sub-funds in the fund regulations; b. the sub-funds of a SICAV in the investment regulations; c. a limited partnership for collective investment in the partnership agreement. 2 In its investment regulations, a SICAV must also specify the currency which will serve as the unit of account for the overall accounts (Art. 98), as well as the conversion process. 3 If a foreign currency is used in accounting, the values must not also be given in the local currency.
Art. 80 — SR 951.311
Section 2 Open-Ended Collective Investment Schemes
Art. 81 Sub-funds and unit classes
(Arts. 92–94 CISA and Art. 112 CISO) 1 In the case of collective investment schemes which include sub-funds, the provisions of this title apply to each individual sub-fund. 2 The sub-funds must be presented separately in the annual and semi-annual reports. 3 The accounting year ends on the same date for all sub-funds. 4 In the case of unit classes, the net asset value must be disclosed for each class.
Art. 81 — SR 951.311 Art. 81 — Amended by Annex No 1 of the FINMA O of 4 Nov. 2020 on Financial Institutions, in force since 1 Jan. 2021 (AS 2020 5327).
Art. 82 Control of units and unit certificates
(Arts. 11 and 73 para. 1 CISA) 1 The custodian bank shall record the issue and redemption of units, including fractions thereof, on a continuous basis. It shall record the following details: a. the date of issue or redemption; b. the number of units issued or redeemed; c. the gross amount paid by the investor or net payment made to the investor; d. the fees and incidental costs in relation to the issue or redemption; e. the amount credited or debited to the collective investment scheme; f. the net asset value of the unit. 2 In the case of registered units, the identity of the investor must also be recorded. 3 The custodian bank shall record the issue and redemption of unit certificates separately.
Art. 83 Real estate funds
(Arts. 59 para. 1 let. b, 83 CISA; Arts. 86 para. 3 let. b and 93 CISO) 1 The real estate fund and real estate companies owned by it must close their accounts on the same day. FINMA may grant exemptions provided consolidated financial statements are produced. 2 The calculation of the net asset value must take account of taxes (income and real estate gains tax and, if applicable, real estate transfer tax) incurred in connection with any liquidation of the real estate fund. 3 Depreciation of buildings, including fixtures, may be charged to the profit and loss account provided it is economically reasonable.
Art. 83 — SR 951.311
Chapter 2 Valuation
Section 1 General Provisions
Art. 84 Investments
(Arts. 88 and 89 para. 2 CISA) 1 Investments are valued at market value (Art. 88 CISA). 2 In the notes to the statement of net assets, or balance sheet and profit and loss account (Arts. 94 and 95), the investments are to be summarised in a table according to the following three valuation categories: a. trading of investments listed in a stock exchange or in another regulated market open to the public and valued according to the prices in the primary market (Art. 88 para. 1 CISA); b. investments that are not priced according to let. a whose value is based on market-observed parameters; c. investments whose value cannot be based on market-observed parameters and are valued with suitable valuation models taking account of the current market circumstances.
Art. 85 Private equity
(Arts. 88 para. 2 and 108 CISA) 1 Private equity investments are valued in accordance with recognised international standards, provided the valuation is not governed by this Ordinance. 2 The standards applied must be described in detail in the prospectus or regulations.
Art. 86 Real estate fund
(Arts. 88 and 90 CISA) Building land and buildings under construction must be recognised at market price in the statement of net assets. The fund management or SICAV provides an estimation of buildings under construction recognised at market price at the closing of the financial year.
Art. 86 — Amended by Annex No 1 of the FINMA O of 4 Nov. 2020 on Financial Institutions, in force since 1 Jan. 2021 (AS 2020 5327).
Section 2 Open-Ended Collective Investment Schemes
(Art. 88 para. 2 CISA)
Art. 87
1 The tangible and intangible assets of the company shareholders of a SICAV must be valued at acquisition or production cost less any economically necessary depreciation. 2 The valuation principles for the tangible and intangible assets must be disclosed under additional information. If they are amended, the restated data for the previous year must also be disclosed for information purposes. 3 The other assets of a SICAV shall be valued in accordance with Articles 84 to 86.
Section 3 Closed-Ended Collective Investment Schem
Art. 88 Limited partnership for collective investment
(Arts. 88 para. 2 and 108 CISA) Articles 84–87 apply mutatis mutandis to the valuation process.
Art. 89 Investment company with fixed capital (SICAF)
(Art. 117 CISA) 1 The valuation methods applied to prepare the single entity financial statements (Art. 109 para. 1) shall be in accordance with the provisions of accounting. In addition, the market values of the investments must be indicated for information purposes. 2 The valuation methods applied to prepare the consolidated financial statements (Art. 109 para. 2) are as stipulated in the ordinance in accordance with internationally recognised accounting standards of 21 November 2012 (VASR).
Para. 2 — SR 221.432
Chapter 3 General Provisions on Accountability
Art. 90 Private equity
(Arts. 88 and 108 CISA) 1 The valuation methods applied (Art. 85) must be disclosed in the annual and semi-annual reports. 2 If an investment is recognised below cost, this fact must be disclosed. 3 In the case of collective investment schemes which can invest more than 10 percent of their assets in private equity, the following minimum information on the individual private equity investments, classified by type and phase of development, must be provided if they account for more than 2 percent of the assets of the collective investment scheme: a. description of the investment (name, registered office, purpose, capital stock and equity stake); b. description of the business activity and any significant developments; c. information on the board of directors and executive board; d. categorisation by development phase (such as seed, early stage or buyout); e. scope of commitments entered into.
Art. 91 Subsidiary companies
(Art. 90 para. 1 CISA; Art. 68 CISO) 1 If subsidiary companies are used to implement the investment policy, a transparent substance-over-form approach must be applied to the accounts (such as in the statement of net assets, or the balance sheet and profit and loss account, inventory, buy and sell transactions). 2 The companies must be consolidated in accordance with a VASR standard. Therefore, the accounting principles applied to them must be for consolidation purposes.
Art. 91 — SR 951.311 Para. 2 — SR 221.432
Chapter 4 Accounting for Open-Ended Collective Inv
Section 1 Annual Accounts
Art. 92 SICAVs
(Art. 36 para. 1b CISA; Arts. 68, 70, 86 and 99 CISO) 1 The annual accounts of a SICAV comprise the annual accounts relating to the individual pools of investor assets (sub-funds) and the annual accounts relating to the shareholders’ assets, and the overall accounts of the SICAV. 2 The annual accounts disclose the permitted investments pursuant to Articles 70, 86 and 99 CISO in respect of the investors’ assets. 3 In respect of the shareholders’ assets, the annual accounts disclose the following: a. permitted investments within the meaning of paragraph 2 and the movable, immovable and intangible assets essential for immediate business operations of the SICAV; b. the permitted liabilities. 4 Short-term liabilities and liabilities secured by mortgage, entered into in connection with the SICAV’s immediate business operations, are permitted. 5 The annual accounts relating to one or more selected pools of investor assets may only be published together with the overall accounts of the SICAV.
Art. 92 — SR 951.311 Para. 6 — SR 220
Art. 93 Minimum breakdown of statement of net assets, or the balance sheet and profit and loss account for investment funds and SICAVs
(Art. 91 CISA) The statement of net assets, or the balance sheet and profit and loss account for investment funds and sub-funds must be published in the annual and semi-annual reports, whereby a minimum breakdown under Articles 93–98 must be ensured.
Art. 94 Securities funds
(Arts. 53–57 and 89 CISA; Arts. 70–85 CISO) For securities funds, the statement of net assets, or the balance sheet and profit and loss account, have the minimum structure set out in Annex 2.
Art. 94 — SR 951.311
Art. 95 Real estate funds
(Arts. 58–67 and 89 CISA; Arts. 86–98 CISO) For real estate funds, the statement of net assets, or the balance sheet and profit and loss account, have the minimum structure set out in Annex 3.
Art. 95 — SR 951.311
Art. 96 Other funds
(Arts. 68–71 and 89 CISA; Arts. 99–102 CISO) The provisions on the minimum breakdown for securities funds (Art. 94) apply mutatis mutandis to other funds. They also include the investments permitted for other funds.
Art. 96 — SR 951.311
Art. 97 Minimum breakdown of balance sheet and profit and loss account relating to the shareholders’ assets
(Art. 53 ff. CISA; Art. 68 CISO) 1 The shareholders’ assets must be broken down into: a. investments; b. business assets. 2 For the breakdown of investments, Articles 94–96 apply. 3 For the breakdown of the business assets, Articles 959 and 959a CO apply mutatis mutandis. 4 For the notes, Article 959c CO apply mutatis mutandis. In addition, the valuation principles for the tangible and intangible assets of the company shareholders must be disclosed. The notes must also provide information on the risk assessment process. 5 Company shareholders and shareholder associations with aligned voting rights holding 5 percent or more of the shares must be listed in the annual report as follows: a. name or company; b. place of residence or domicile; c. percentage of shares held.
Art. 97 — SR 951.311 Para. 3 — SR 220
Art. 98 Overall accounts of a SICAV
(Art. 91 CISA) 1 The overall accounts of a SICAV consist of the balance sheet, profit and loss account and the notes pursuant to the CO and include the investors’ assets and the shareholders’ assets. 2 For the purpose of preparing the balance sheet and profit and loss account, the positions constituting the investors’ assets must be aggregated. Classification is in accordance with Articles 94–96. 3 The shareholders’ assets must be disclosed separately in the balance sheet and profit and loss account. Items are broken down mutatis mutandis in accordance with Articles 94–96 in the case of investments, and Article 959, 959a and 959b CO in the case of business assets. 4 The overall accounts of a SICAV must be structured into investors’ assets, the shareholders’ assets and the overall assets of the SICAV. 5 The information stated in Article 97 paragraph 5 must also be disclosed in the overall financial statement.
Para. 1 — SR 220
Section 2 Further Information
Art. 99 Inventory of the collective investment scheme
(Art. 89 para. 1 let. c CISA) 1 As a minimum, the inventory must be broken down by type of investment such as securities, bank credit balances, money market instruments, derivative financial instruments, precious metals and commodities and, within such types of investment, in accordance with the investment policy by industry, geographical location, type of security (Annex 2 let. 1.4) and currencies. 2 The total amount and the percentage of the overall assets of the collective investment scheme must be indicated for each group or subgroup. 3 The share in the overall assets of the collective investment scheme must be indicated for each individual value disclosed in the inventory. 4 Securities must also be broken down as follows: a. traded on an official stock exchange; b. traded on another regulated market open to the public; c. as defined in Article 70 paragraph 3 CISO; d. as defined in Article 71 paragraph 2 CISO; e. securities that do not correspond to categories a–d above. 5 The valu
Para. 4 let. c — SR 951.311
Art. 100 Inventory of real estate funds
(Arts. 89 para. 1 let. c and 90 CISA) 1 As a minimum, the inventory must be broken down into: a. residential buildings; b. commercially used properties; c. mixed-use properties; d. building land, including properties for demolition, and buildings under construction; e. units in other real estate funds and real estate investment companies; f. mortgages and other advances secured by mortgage. 2 For property in buildings with development rights and condominiums, the circumstances for each property and the total for each item in paragraph 1 letters a–d are to be indicated in the inventory. 3 The inventory must include information on each item of land and buildings: a. address; b. purchase price; c. estimated market value; d. gross income generated. 4 Any investments in short-term fixed-interest securities, real estate certificates or derivatives must also be disclosed. 5 Any mortgages and other liabilities secured by mortgage outstanding at the end of the year, as well as loans and advance
Art. 101 Itemisation of buy, sell and other transactions
(Art. 89 para. 1 let. e CISA) 1 All changes in the composition of the collective investment scheme, in particular buy, sell, off-balance-sheet exposures, bonus shares, subscription rights and splits, must be disclosed in the annual report. The individual assets must be described in precise terms. 2 In the case of real estate funds, each property acquired or sold must be listed individually. The agreed price must be disclosed at the request of any investor. 3 In the case of real estate funds, transactions between collective investment schemes which are managed by the same or an associated fund management company or SICAV must be disclosed separately. 4 Mortgages and advances secured by mortgage which have been granted over the course of the financial year and redeemed prior to the end of that financial year must be listed, including interest terms and maturity periods. 5 Mortgages and other liabilities secured by mortgage, as well as loans and advances which have been taken up and repai
Art. 102 Changes in the fund’s net assets
(Art. 89 CISA) 1 For each collective investment scheme, any changes in the fund’s net assets must be itemised and contain at least: a. the fund’s net assets at the beginning of the reporting year; b. distributions; c. balance from unit transactions; d. overall net income; e. the fund’s net assets at the end of the reporting year. 2 The unit statistics for the reporting year must also be disclosed (Art. 89 para. 1 let. b CISA).
Art. 103 Figures from previous years
(Art. 91 CISA) 1 In the annual and semi-annual reports, the previous year’s figures must also be disclosed in the statement of net assets, or the balance sheet and profit and loss account. 2 The fund’s net assets and the net asset value per unit for the past three reporting years must also be itemised in the annual report. The key date shall be the last day of the reporting year.
Section 3 Appropriation of Net Income and Distribu
Art. 104 Appropriation of net income
(Art. 89 para. 1 let. a CISA) 1 The appropriation of net income has the following minimum structure: a. net income for the accounting year; b. capital gains generated during the accounting year intended for distribution; c. capital gains from previous accounting years earmarked for distribution; d. balance brought forward from the previous year; e. net income available for distribution; f. net income earmarked for distribution to investors; g. net income retained for reinvestment; h. balance brought forward to new account. 2 No reserves may be created.
Art. 105 Distributions
(Art. 91 CISA) 1 Interim distributions of net income are only permitted if specified in the fund regulations. 2 Capital gains may only be distributed if the following conditions are met: a. The fund regulations must provide for the distribution. b. The capital gains must be realised. c. They do not constitute interim distributions. 3 The distribution of capital gains is also permitted if there are capital losses from previous years. 4 No share in profit may be disbursed.
Section 4 Duty to Publish
Art. 106 Publication of issue and redemption prices, or of net asset value
(Arts. 26 para. 3, 79, 80, 83 para. 4 CISA; Art. 35a para. 1 let. 1 and 39 CISO) 1 The issue and redemption price, or net asset value, must be published in the print media or electronic platforms cited in the prospectus each time units are issued and redeemed. 2 Prices for securities funds and other funds must also be published at least twice a month. 3 Prices of the following collective investment schemes must be published at least once a month: a. real estate funds; b. collective investment schemes for which the right to redeem at any time is restricted pursuant to Article 109 paragraph 3 CISO. 4 The weeks and weekdays on which publication takes place pursuant to paragraphs 2 and 3 must be stated in the prospectus. 5 If the net asset value is published, it must be flagged «exclusive of commission».
Art. 106 — SR 951.311
Art. 107
Repealed by Annex No 1 of the FINMA O of 4 Nov. 2020 on Financial Institutions, with effect from 1 Jan. 2021 (AS 2020 5327).
Chapter 5 Accounting for Closed-Ended Collective I
Art. 108 Limited partnership for collective investment
(Art. 108 CISA) 1 Accounting shall be based on the provisions relating to open-ended collective investment schemes mutatis mutandis. 2 Participations which are held purely for investment purposes may not be consolidated, irrespective of the percentage of votes and capital held in the company concerned.
Art. 109 SICAFs
(Art. 117 CISA) 1 The accounting methods applied to individual financial statements shall in principle be based on the provisions of the open-ended collective investment schemes. 2 The duty to consolidate under the CO is not applied. Consolidation may be effected in accordance with a recognised VASR standard.
Para. 2 — SR 220 Para. 2 — SR 221.432