Sanierungsausnahme und selektives Opting out/up – ein Vergleich

If a listed company is in financial difficulties and has found a potential restructurer who wishes to acquire a larger shareholding but does not wish to be under an obligation to make an offer to acquire all listed equity securities of the company, under the Swiss takeover law two alternatives stand in the foreground: applying for an exemption from the obligation to make an offer for reorganisation purposes or introducing a selective opting out/up in the articles of association of the company. Which is the better alternative? This article will shed light on these questions, taking into account the current practice of the FINMA and the Swiss Takeover Board.