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Private Placement Engagement Letter Template for Switzerland

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Key Requirements PROMPT example:

Private Placement Engagement Letter

"I need a Private Placement Engagement Letter for a Swiss biotech company planning to raise CHF 50 million from qualified investors in March 2025, with specific provisions for milestone-based success fees and research data confidentiality."

Document background
The Private Placement Engagement Letter is a critical document used in Swiss financial markets when a company engages a financial institution to assist with raising capital through private placement of securities. This document is essential when seeking to formalize the relationship between the placement agent and the issuing company, typically used in situations where public offerings are not preferred or practical. The letter, governed by Swiss law and regulations including FinSA/FIDLEG, outlines comprehensive terms including scope of services, fee arrangements, regulatory compliance requirements, and mutual obligations. It serves as the foundational document for the entire private placement process, incorporating necessary Swiss regulatory requirements while protecting both parties' interests throughout the capital raising process.
Suggested Sections

1. Letterhead and Date: Professional letterhead with full contact details and date of the letter

2. Addressee Details: Full name and address of the client, including specific contact person

3. Subject Line: Clear identification of the engagement as a Private Placement mandate

4. Introduction: Brief opening paragraph referencing any previous discussions and confirming the engagement purpose

5. Scope of Services: Detailed description of private placement services to be provided, including target investors and placement strategy

6. Terms of Engagement: Key commercial terms including fees, expenses, and payment terms

7. Responsibilities: Clear delineation of both parties' responsibilities and obligations

8. Regulatory Disclosures: Required disclosures under FinSA/FIDLEG including client classification and regulatory status

9. Confidentiality: Confidentiality obligations and information handling requirements

10. Term and Termination: Duration of engagement and termination provisions

11. Execution Block: Signature blocks for both parties with acceptance confirmation

Optional Sections

1. Success Fee Structure: Detailed breakdown of success-based compensation, used when engagement includes performance-based fees

2. Exclusivity Provisions: Terms of exclusive mandate, included when exclusive rights are granted

3. International Considerations: Cross-border placement provisions, required for international private placements

4. Indemnification: Specific indemnity provisions, included for higher-risk placements

5. Force Majeure: Force majeure provisions, included when requested by either party

6. Marketing Restrictions: Specific marketing and communication restrictions, included for regulated offerings

Suggested Schedules

1. Fee Schedule: Detailed breakdown of all fees, expenses, and payment terms

2. Services Description: Comprehensive list of services and deliverables

3. Target Investor Profile: Detailed description of target investor characteristics and requirements

4. Required Documentation: List of documents required from the client for the placement

5. Compliance Checklist: Regulatory compliance requirements and procedures

6. Team Structure: Key team members and their roles in the placement process

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























Clauses




























Relevant Industries

Financial Services

Investment Banking

Private Equity

Venture Capital

Asset Management

Corporate Finance

Real Estate

Technology

Healthcare

Industrial Manufacturing

Energy

Infrastructure

Relevant Teams

Legal

Compliance

Corporate Finance

Investment Banking

Private Equity

Capital Markets

Business Development

Client Relations

Risk Management

Transaction Advisory

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Investment Banking Director

Private Placement Specialist

Corporate Finance Manager

Legal Counsel

Compliance Officer

Investment Director

Transaction Manager

Client Relationship Manager

Financial Advisory Director

Capital Markets Associate

Private Equity Manager

Business Development Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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