As pertinent industry organization, it developed a model documentations for venture capital investments and - together with the Swiss Funds & Asset Management Association SFAMA - for a limited partnership for collective investment, both being widely perceived as industry standards.
Together with outside experts, SECA has drawn up two VC model documentations:
Each model documentation comprising clean and annotated / commented versions of a
SECA’s VC model documentations make venture investments in Switzerland more efficient and have become the standard for venture investments in Switzerland. The Legal & Tax Chapter encourages everyone to let SECA (or Tobias Giesser who coordinates within the Legal & Tax Chapter) know of any shortcomings in order to constantly improve the documentation.
SECA would like to thank its Legal & Tax Chapter for its initiative and the following participants for their contributions and the many hours which went into this documentation.
Model Documentation „large“:
Model Documentation „light“:
Building on SECA’s longstanding efforts and ambition to contribute to the efficiency of transactions in the Swiss venture capital market, SECA has launched a Model Documentation for convertible loan investments into Swiss startups.
Convertible loans are a frequently used investment alternative to priced equity rounds, especially in the pre-seed/seed stage but also for bridge financing purposes. It was, therefore, only a matter of time until SECA would step up with a Model Documentation in order to facilitate and standardize investment terms for convertible loan investments.
The CLA Model Documentation consists of short-form as well as long-form versions of a term sheet as well as a convertible loan agreement, in both cases including annotations that aim at providing further drafting guidance. The CLA Model Documentation can be downloaded free of charge below.
The CLA Model Documentation was prepared by SECA's standing working group for the model documentation "light" and finalized after consultation with various stakeholder groups, including VCs, business angel and startup associations. SECA expresses its thanks to the standing working group composed of
SECA promoted and accompanied the introduction of the limited partnership in Swiss legislation very actively from the start.
In a joint effort with the Asset Management Association Switzerland (AMAS), SECA (under the lead of Hannes Glaus) has drawn up a model prospectus and a company agreement for the limited partnership for collective investments which was acknowledged and accepted by FINMA as the basis for applications of authorizations. The documentation helps structuring the limited partnership and aims at smoothening the application procedure with FINMA.
The Model Documentation was updated in January 2022. from SECA side under the lead of Claudio Bazzi, Bratschi AG.
For more information, please visit the AMAS website: Link
