HNWI / Qualified investor (Swiss law)
An HNWI (High Net Worth Individual), or qualified and wealthy investor, is a status under Swiss law that opens access to certain restricted investment vehicles. Investing directly in a Swiss startup requires no particular status, but investing indirectly, through a SICAV, a SICAF, an SPV or a crowdfunding operation qualified as a collective investment scheme, requires being recognised as an HNWI.
To obtain this status, an individual must hold at least CHF 2,000,000 of net financial investments, or CHF 500,000 of available assets combined with demonstrable investment knowledge. FINMA can investigate pooling vehicles that circumvent these thresholds and order their dissolution: several pooling arrangements of unqualified investors have been dissolved in the past, with losses for the pooled investors and personal exposure for the organisers.
French law takes a related but not identical approach: art. L. 411-2 of the French Monetary and Financial Code refers to the European definition of the professional investor, which grants access to a securities offering without a prospectus to individuals meeting, under MiFID II criteria, a financial instrument portfolio exceeding €500,000, at least one year of professional experience in the financial sector, and a significant volume of transactions over the preceding four quarters. The Swiss threshold is framed in net wealth or available assets, the French one in a securities portfolio paired with documented experience, a nuance not always grasped by Business Angel investors active on both sides of the border.
In a financial structuring of a private investor round in Switzerland, verifying each participant's HNWI status upfront, and documenting that check as part of financial due diligence, avoids legally weakening the vehicle once the round is closed, particularly when several Business Angel investors plan to pool together in a single syndication structure.
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