Prospektrechtliche Gleichbehandlungspflicht bei Ausnahmen von der Prospektpflicht

In the absence of a duty to publish a prospectus, art. 39 of the Swiss Financial Services Act (FinSA) obliges offerors and issuers to treat investors equally when providing them with material information on a public offer of securities. This provision is applicable in cases in which securities are offered to the public or admitted to trading on a trading platform if the obligation to publish a prospectus according to art. 35 para. 1 FinSA does not apply due to one of the exemptions set out in art. 36–38 FinSA. It covers material information disclosed by the offeror or issuer with a view to influencing the investors’ investment decision. Information qualifies as material if it will likely be used by the investors as part of the basis of their investment decision. If art. 39 FinSA is applicable, offerors and issuers must ensure that all investors addressed with their offer or active on the respective trading platform have access to such information. However, art. 39 FinSA does not oblige…