Practice Group VC & LP Model Documentation

We hope that the documentation will make venture investments in Switzerland more efficient and increasingly become a standard for venture investments in our country. We encourage everyone to let us know any shortcomings in order to constantly improve the documentation.

 

 

 

Our association promoted and accompanied the introduction of the limited partnership in our legislation very actively from the start. Currently we are in the process of drafting the model documentation and reconciling the same with the Swiss Banking Commission in order to assure a smooth application procedure.
Basically the Swiss limited partnership existed already under our ordinary company law, the Swiss Code of Obligations (the “CO”). The ordinary LP  was not permitted, however, to have a company with limited liability as the general partner. And the ordinary LP lacked the fiscal transparency which is typical for all the important limited partnership jurisdictions.

 

On January 1 of this year the revised Act on Collective Investment Schemes (the “CISA“) came into force and removed the two obstacles, however for a price and within a clearly defined scope. The “price” is the regulation by the Swiss Banking Commission. The scope of the new limited partnership is limited to collective investments by qualified investors in alternative investments, i.e. private equity, hedge funds, real estate projects, including fund of funds structures for the mentioned investment categories.
The fiscal transparency is a big step forward for the investor and the industry. While the managers and promoters may view the regulation as a disadvantage many investors, institutional and private, welcome the transparency and account-ability resulting from the regulation.