Suchergebnisse für Association

Global Financial Standards and Regulatory Reforms

The present paper discusses global financial standards and their relevance as part of the regulatory reforms initiated in the aftermath of the financial turmoil. In a first – precursory – part, it provides more clarity on the notion and role of “soft” law instruments, which have become an eminent pillar for the regulation of global finance. The essay likewise highlights the financial sector…

Globale Finanzstabilität – Wer setzt die Standards?

Standards are norms that are used to calibrate actions and behaviour. They are adopted and adhered to because they promote the common good and are in the interest of all concerned. In a world of sovereign states, they are a promising means to create a coherent framework for international financial activity. The process of international standard setting in the financial arena has always been…

Wettbewerb zwischen internationalen Standards

Competition between different standards can bring about efficiencies but the financial crisis has shown that the coordination and partial harmonization of these standards has advantages that are not to be underestimated. The following contribution analyses the possible competition of standards with a view towards the actors and the recipients of regulation. The theore­tical approach is clarified…

Internationale Standards in der schweizerischen Finanzmarktaufsicht

This article illustrates that a general commitment to internationally agreed standards in financial market regulation is in Switzerland’s best interest. It allows Switzerland to participate and shape decisions in standard-setting fora, thus fostering global financial stability and ensuring a level playing field for all players. Compliance with key standards is also a precondition for defending…

L’affaire Sika : un exemple en faveur d’une approche économique des transferts d’actions soumis à l’agrément de la société

The ongoing litigation between the Swiss company Sika SA and the owners of its Swiss shareholder ­Schenker-Winkler Holding SA over the sale of the shares of the latter to the French group Compagnie de Saint-Gobain, a competitor of Sika SA, has attracted consi­d­erable media and public attention. When completed, this sale will give Compag­nie de Saint-Gobain the effective control over Sika SA…

Verfassungsrechtliche Erwägungen zu Informationsverboten der Finanz­marktaufsicht

Im Zusammenhang mit dem grenzüberschreitenden US-Kundengeschäft der Bank Frey & Co. AG (Bank Frey)¹ erliess die FINMA am 30. August 2013 eine ­Verfügung, die unter anderem die folgenden Ziffern…

Proxy Advisors – Fluch oder Segen in der Corporate Governance?

The role of proxy advisors in the governance of listed companies has triggered criticism ranging from “box ticking” to “empty voting” and has sparked an intense debate on how to address these concerns. The author takes the view that – for the time being – proxy advisors are not a topic for the regulator. Many institutional investors owe their beneficiaries a fiduciary duty based on which they are…

Die Modernisierung des schweizerischen Abtretungsrechts –Bemerkungen zum Zessionsrecht im OR 2020

The draft for a new General Part of the Swiss Code of Obligations presented by law professors in 2013 includes interesting proposals for a revision of the Swiss assignment law. Following a number of international and foreign precedents, the draft suggests to restrict the effects of contractual no-assignment clauses to the relationship between the debtor and the creditor/assignor, a reform which…

Corporate Social Responsibility, Sustainable Development et Corporate ­Governance : quelles corrélations ?

Companies are not only members of civil society but are also integral and essential parties to the socio-economic context in which they develop. It is thus legitimate to wonder about their role and “societal” responsibility. The concept of corporate social responsibility is the idea that private companies are supposed to care not only about short-term profit in the interest of their shareholders…

Développements du droit suisse des OPA

This survey of Swiss takeover law focuses on some of the most interesting recent transactions, which are discussed under three aspects : material and territorial scope of the law ; companies which have opted out of mandatory offer for shareholders who pass the 33⅓ % threshold ; and share buy back programs. We also discuss the controversial issue whether a bidder may subject its offer to a…