Commentaries

A client's legal action was dismissed on the grounds that she had failed to sufficiently allege the hypothetical scenario of how transactions would have unfolded if the bank had acted in accordance with its contractual obligations. She was suing her Swiss bank to claim reimbursement for a loss resulting from the sale of options on Russian shares (4A_657/2024 of September 1, 2025). In November 2021, a Bahamian company had sold put options on American Depository Receipts (ADRs) of shares in[...]

In its judgment 5A_802/2024 of 28 August 2025 (intended for publication), the Federal Supreme Court ruled on the question of whether freezing orders issued on the basis of the Ordinance on Measures in Connection with the Situation in Ukraine (Ukraine Ordinance) take precedence over enforcement under the Federal Debt Enforcement and Bankruptcy Act (LP). In July 2024, the Zurich Debt Enforcement Office issued a decision suspending enforcement proceedings initiated under the DEBA. The proceedings concerned assets that were also frozen[...]

In a recent judgment intended for publication (judgment 2C_597/2024 of 16 September 2025), the Federal Court confirmed the liquidation of a company that had carried out the activity of an issuing house (see Art. 3 para. 2 aOBVM) (now a securities house, see Art. 44 para. 1 let. c LEFin) without authorisation. Company A, founded in 2015 by C, is active in the sale of subscriptions for recyclable goods. Shortly after the company was founded, C sold 80% of the[...]

In its ruling B-2334/2023 of October 1, 2025, the FAC issued a partial decision overturning FINMA's decision of March 19, 2023, ordering the write-down of hybrid loans recognized as additional tier 1 (AT1) capital. This is an important step in what promises to be a long legal saga. This commentary is an exception to the usual practice regarding the length of the text, given the importance and scope of the judgment. This decision will also be discussed at the 2025[...]

The principle of subsidiarity does not require a state to consult the taxpayer prior to requesting international administrative assistance in tax matters, as long as its domestic law does not require it to do so. This was the ruling of the Federal Court on the legal question of principle raised in case 2C_352/2024 (intended for publication). In 2020, the Israeli Tax Information Exchange Service requested the FTA to provide it with various information (identity of account holders, identity of beneficial[...]

The reasoning behind the Federal Court's decision, handed down following a hearing on 23 May 2025, rejecting a lawsuit brought against the Swiss Confederation in connection with the emergency merger of Credit Suisse Group AG (CS) into UBS Group AG (UBS), has finally been made public (TF, 23.5.2025, 2E_1/2024). The case concerns a couple from Aargau who purchased CS shares on the stock exchange between 10 and 15 March 2023. In the days that followed, the crisis of confidence that[...]

On September 26, 2025, the Federal Chambers adopted the latest revision of the anti-money laundering measures, which began in the summer of 2023. For the record, the government's bill had two parts. The first related to the introduction of an electronic register of beneficial owners of companies, through a new law on the transparency of legal entities and the identification of beneficial owners (LTPM). The second consisted of several amendments to the AMLA, the most controversial of which was the[...]

The MROS publishes ‘negative typologies’. The aim is to raise awareness among financial intermediaries (FIs) of the substance of the clarifications and to improve the quality of data to enable it to be processed efficiently, which is to be welcomed. It is not certain that this objective will be achieved, as some typologies leave practitioners perplexed. Here are a few thoughts from a practical perspective on some of the typologies published on 16 September 2025. Typology 2: In the absence[...]

In its ruling 2C_368/2023 of August 6, 2025, handed down by five judges but not intended for publication, the Federal Supreme Court upheld the ban on practicing imposed on the former member of the management of Banca della Svizzera Italiana SA (“BSI”) more than two years after confirming that imposed on the former Head of Legal & Compliance (decision 2C_747/2021, commented on in: Braidi, cdbf.ch/1286). The appellant, former CEO of BSI Singapore Ltd. and member of the management of BSI,[...]

On 8 September 2025, the Financial Stability Institute (FSI) published a document aimed at clarifying what is meant by ‘explainability of artificial intelligence systems’ and certain options for how to meet this requirement. This document is particularly important given that FINMA has made explainability one of the key points for banks to consider in its Communication 08/2024 of 18 December 2024 on the supervision of governance and risk management in relation to the use of artificial intelligence (see Caballero Cuevas,[...]

In its ruling ACJC/805/2025 of June 16, 2025, the Court of Justice of the Canton of Geneva ruled on an action for rectification of personal data brought in a banking context. This ruling, which to our knowledge is one of the first published court decisions on such an action in the banking sector, raises questions regarding the application of the revised Federal Act on Data Protection (FADP) in relation to the designation of a beneficial owner. The ruling, which is[...]

A bank that guarantees its client a 5% return on their investments must bear the consequences. In judgments 4A_361/2024 and 4A_363/2024 of 18 June 2025, the bank learned this the hard way and was ordered to pay more than USD 31 million. In June 2010, a bank met with two brothers from a wealthy Qatari family with a view to establishing a business relationship. After several discussions, the parties entered into a credit agreement in which the bank undertook to[...]

Unless expressly stated in the contract, a bank may not terminate a mortgage loan early if, at the time of termination, there are no outstanding payments (4A_599/2024 of May 26, 2025). In August 2021, a bank entered into a mortgage financing agreement with a company and offered a credit line of up to CHF 4,552,500. Article 7 of the agreement stipulates that the debt must be reduced by annual repayments of CHF 52,500, the first of which is due on[...]

In its ruling 4A_493/2024 of 17 June 2025, the Federal Court concluded that employers are required to provide references, in addition to employment certificates, to employees who request them. However, it refrained from setting a specific deadline for doing so, as this will depend on the specific circumstances of each case. The employee had been working for a bank in Zurich since February 2011. The bank dismissed the employee on 2 December 2014 after facing regulatory proceedings in Switzerland, the[...]

‘If money doesn't bring happiness, give it back!’ said Jules Renard. Coluche seized on the phrase with his characteristic wit, and the line struck a chord with people throughout France and Navarre. The following story, sadly familiar, brings us back to this strange paradox. The ruling it generated, TF 4A_577/2024 of 10 July 2025, confirms a carefully reasoned decision by the Zurich Handelsgericht (133 pages) concerning a lack of legitimacy. We apologise in advance to the reader for the length[...]

The European Regulation on Artificial Intelligence (AI Act) sets out a series of obligations that may apply to Swiss financial institutions even if they do not have a physical presence in the EU. This commentary uses three practical examples to illustrate how the AI Act could apply in practice and what Swiss financial institutions should be aware of, particularly when an AI system (AIS) is classified as high risk. As a reminder, the AI Act is likely to apply to[...]

A possible contractual imbalance in a credit relationship between a bank and its clients does not engage the bank's liability, even if the bank provides its clients with limited information. These are the main findings of judgment 4A_567/2024 of 27 May 2025. In 2013, clients entered into a mortgage loan agreement with a bank for approximately CHF 1.5 million. The interest rate was variable and corresponded to the three-month LIBOR (later SARON) plus a margin. The agreement provided that if[...]

Statements obtained under an obligation to cooperate with FINMA are inadmissible in administrative criminal proceedings brought against an individual for engaging in financial intermediary activities without authorization. This conclusion, reached by the Federal Supreme Court in its judgment 7B_45/2022 of July 21, 2025 (not intended for publication), results in the case being referred back to the Appeals Chamber of the Federal Criminal Court, which will have to re-examine the case without this evidence. The case dates back to 2014, when[...]

In its decision of 29 January 2025, published on 1 July 2025, the Federal Data Protection and Information Commissioner (PFPDT) issued a warning to a Swiss bank for repeated violations of the provisions of the Data Protection Act (DPA) relating to the right of access. This decision sets clear standards: strict compliance with the 30-day deadline for responding to the data subject and the obligation to provide personal data ‘as such’. This decision follows two complaints filed by customers who[...]

For once, the publication of the case law of the Banking Supervisory Commission (hereinafter: the Commission) for the second half of 2024 contains a little more substance than usual. On procedural aspects, it is mainly issues related to the burden and the degree of proof required that seem to have occupied the authority. In the first case, the Commission emphasizes that it is all the more incumbent on the bank to prove that it has fulfilled its due diligence obligations[...]

When the bank makes a margin call, the client may have very little time to react and provide new funds. In its ruling 4A_389/2024 of May 8, 2025, the Federal Supreme Court reiterated its strict case law on Lombard loans, particularly with regard to clients with extensive financial knowledge and experience. In early April 2019, a client entered into a relationship with a bank. During the account opening process, the client stated that he was an investment expert, had a[...]

A CEO who discloses confidential information to a journalist must compensate his employer for the damage caused, in this case the costs incurred by the communications agency. The fact that other press articles had been published previously does not negate the existence of a causal link (4A_159/2024). A company belonging to a Portuguese banking and financial group dismissed its CEO. It drew his attention to his obligation to maintain professional secrecy. A few years later, rumours began to circulate about[...]

The European Regulation on Artificial Intelligence (AI Act) sets out specific obligations for the various actors involved in the different stages of the development, operation and use of an AI Act -covered tool. The two most important ‘roles’ in relation to these obligations are those of “provider” and ‘deployer’. It is therefore important to determine the role that each company plays in relation to artificial intelligence systems (AIS) or general-purpose AI models (GPAIM) (on the concepts of AIS and GPAIM,[...]

In three judgments 1C_435/2024, 1C_604/2024 (intended for publication) and 1C_610/2024 of 19 May 2025, the Federal Supreme Court ruled to uphold the freeze on bank assets ordered by the Federal Council in 2022 and 2023, the beneficial owners of which are persons belonging to the political entourage of former Ukrainian President Viktor Yanukovych. The assets had initially been seized following a request for international mutual assistance in criminal matters addressed to Switzerland by Ukraine (see TPF, RR.2017.118-121, RR.2017.122, 6 February[...]

The European Regulation on Artificial Intelligence (AI Act) sets out specific obligations for the various actors involved in the different stages of the development, operation and use of a tool covered by the AI Act. The two most important ‘roles’ in relation to these obligations are those of “provider” and ‘deployer’. It is therefore important to determine the role that each company plays in relation to the artificial intelligence systems (AIS) or general-purpose AI models (GPAIM) (for the concepts of[...]

The Federal Supreme Court has upheld a ruling by the Geneva Court of Appeal dismissing a liability claim against a bank for mismanagement on the grounds that the allegations were insufficient (ruling 4A_276/2024 of 31 March 2025). The client had held a bank account with the bank in question since the 1960s. In 1995, she inherited EUR 3 million and entered into a management agreement with the bank. At that time, the client's portfolio consisted solely of bonds and cash.[...]

Artificial intelligence (AI) is gradually transforming the landscape of businesses and financial institutions. To take full advantage of these technologies while managing the associated risks, it is essential to establish robust AI governance. This ensures that AI systems are aligned with the company's values, objectives and regulatory standards, while ensuring effective risk management. According to a FINMA survey, the use of AI in Swiss financial institutions rose from 53% in 2023 to 75% in 2025, with a projection of 90%[...]

Bank accounts held by a lawyer may contain information protected by professional secrecy, which must not be disclosed to a foreign state in the context of administrative assistance in tax matters. This must be assumed to be the case for client accounts opened using Form R, but it is also possible that other accounts held by the lawyer may contain protected information. These are the principles laid down by the Federal Court in a ruling 2C_116/2023 of 2 May 2025[...]

On 15 May 2025, the Federal Court published a ruling of principle (TF 5A_440/2024 of 31 March 2025) clarifying the following question: Are loans granted by related parties to a company without an explicit subordination agreement subordinated in the event of the company's bankruptcy? The Federal Supreme Court confirmed that claims arising from such loans must, in principle, be treated as ordinary third-class claims in the event of bankruptcy (Art. 219 para. 4 LP). However, only in exceptional cases characterised[...]

The discretion surrounding the publication of the 2024 Annual Report, coupled with the removal of reports prior to 2015 from the MROS website (available on the Swiss National Library website), raises questions at a time when the practical guidelines published by MROS are regularly cited in ongoing proceedings. On the other hand, the typologies are now the subject of an interesting report, which also highlights good practices by financial intermediaries (FIs). In addition to its intelligence-gathering task (processing reports), the[...]