Ad hoc publicity and disclosure duties after a Swiss listing

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Once its shares are listed, a company must keep the market informed continuously and on equal terms. The relevant obligations arise primarily from the rules of the exchange, which are enforced by its regulatory body and, in serious cases, lead to sanctions against the issuer.

Ad hoc publicity

The Listing Rules require an issuer to disclose price-sensitive facts that arise in its sphere of activity without delay. A fact is price-sensitive if its disclosure is capable of triggering a significant change in the market price. Typical examples include unexpected results, profit warnings, major acquisitions or disposals, changes in the board or executive management, and significant legal proceedings. The information must be released to the market as a whole at the same time, generally through a dedicated publication system and on the issuer's website.

Deferral of disclosure

An issuer may postpone disclosure of a price-sensitive fact if it is based on a plan or decision of the issuer and its disclosure would prejudice the issuer's legitimate interests, provided that confidentiality is ensured. If the information leaks, the market must be informed immediately. Deferral therefore requires a functioning confidentiality regime, a documented decision and a prepared release.

Financial reporting

Listed issuers must publish annual and half-year reports in accordance with the accounting standard of their regulatory standard and within the deadlines set by the exchange. Many issuers also publish quarterly information voluntarily. The annual report includes a corporate governance report, and Swiss companies must additionally publish an audited compensation report under the Code of Obligations.

Management transactions

Issuers must ensure that members of the board and executive management report their transactions in the issuer's equity securities and related financial instruments to the issuer, which in turn reports them to the exchange within short deadlines. The exchange publishes these reports. A clear internal policy, combined with trading windows, helps directors comply.

What pays off in practice

Set up a disclosure committee. A small group that can assess price sensitivity quickly is essential for meeting the without-delay standard.
Document every deferral. Record the reasons, the persons informed and the confidentiality measures taken.
Train directors once a year. Management transaction reporting is easily forgotten in private portfolios and family structures.

How Ressos Legal helps

I advise listed issuers on ad hoc publicity, deferral decisions and their reporting systems, and I support them in proceedings before the exchange's regulatory body. Contact me for a first conversation.

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

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Dr Alexander Ressos, TEP

Rechtsanwalt/Attorney-at-Law

I am a Swiss attorney-at-law and also admitted as a solicitor in Hong Kong and in England & Wales, with almost 25 years of experience.

Together with my multilingual team, including Chinese, Japanese, Korean, Russian, Ukrainian and French native speakers, I advise companies and their owners from around the world on the full range of banking, corporate, commercial and tax law matters in Switzerland, including international tax planning, fiduciary services, and legal family office services including immigration & relocation or real estate investments. My practice has a particular focus on clients from growth and frontier markets in Greater China, Central Asia and the Caucasus, the rest of Asia, the Middle East, Africa and Latin America, and I equally advise clients from Europe and North America. Through an affiliated Swiss trust company, we also take care of the incorporation and ongoing administration of their companies and other structures, including accounting, tax returns and corporate secretarial services, and I serve as a professional director where required. With the support of a network of first-class cooperation partners, I also implement solutions worldwide.

My approach is to act as a trusted advisor who works directly with decision-makers, on an equal footing: I start from what you want to achieve and shape every structure, contract and tax decision around your commercial goals and how it improves your after-tax return. As “lawyers who make it happen”, my team and I stay involved until your company is set up, your structure is in place and your transaction has closed, and we remain available for any follow-on work that may be required. You benefit from bespoke solutions and personal attention, and sound, friendly and practical advice. We are not the lowest-cost provider in the market, nor do we intend to be; our aim is to deliver well-founded, proper solutions and excellent value for money.

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