Commentaries: Art. 145

Any person who breaches their duties is liable to the company, the individual investors and the company's creditors for the losses resulting therefrom, unless they prove that they are not at fault. Any person involved in the establishment, management, portfolio management, auditing or liquidation of any of the following financial institutions may be held liable:¹
1. the fund management company;
2. the SICAV;
3. the LPCI;
4. the SICAF;
5. the custodian bank;
6. ² the manager of collective assets;
7. the representative of foreign collective investment schemes;
8. the audit company;
9. the liquidator.
Liability as defined in paragraph 1 also applies to the valuation expert and the representative of the investors.³
Any person who assigns the fulfilment of a task to a third party is liable for the losses caused by that third party unless they prove that they applied the degree of due diligence with regard to the selection, instruction and monitoring required in the given circumstances. The Federal Council may regulate the requirements for monitoring, subject to Article 68 paragraph 3 FinIA⁴.⁵⁶
The liability of the executive and governing bodies of the fund management company, SICAV and SICAF is based on the provisions of the Code of Obligations⁷governing companies limited by shares.
The liability of an LPCI is based on the provisions of the Code of Obligations governing limited partnerships.

Second sentence amended by Annex No II 13 of the Financial Institutions Act of 15 June 2018, in force since 1 Jan. 2020 (AS 2018 5247, 2019 4631;BBl 2015 8901). ↩
Amended by Annex No II 13 of the Financial Institutions Act of 15 June 2018, in force since 1 Jan. 2020 (AS 2018 5247, 2019 4631;BBl 2015 8901). ↩
Amended by Annex No 14 of the Financial Market Supervision Act of 22 June 2007, with effect from 1 Jan. 2009 (AS 2008 52075205;BBl 2006 2829). ↩
SR 954.1 ↩
Third sentence amended by Annex No II 13 of the Financial Institutions Act of 15 June 2018, in force since 1 Jan. 2020 (AS 2018 5247, 2019 4631;BBl 2015 8901). ↩
Amended by No I of the FA of 28 Sept. 2012, in force since 1 March 2013 (AS 2013 585;BBl 2012 3639). ↩
SR 220 ↩

Art. 145