CH-2026-02 · Switzerland · 2026

Protected disclosure concerning VINGA Corporate Finance and VINGA Securities

A protected disclosure sets out concerns about bond origination, marketing and subsequent restructuring practices, and asks European supervisors to review them. No authority has made findings and no wrongdoing is asserted.

Stack of bond documents under a desk lamp, illustrating the VINGA protected disclosure
Illustrative image · VINGA Corporate Finance AB · VINGA Securities AG (ex-JOOL)
Institution
VINGA Corporate Finance AB · VINGA Securities AG (ex-JOOL)
Authority
FINMA · Finansinspektionen · Finanstilsynet (review requested)
Status
Open disclosure — no findings made
Theme
Nordic high-yield bonds · restructuring conflicts
Raised by
Protected disclosure by a market participant
Jurisdiction
Switzerland
Matter arose
1 February 2026
Last recorded
1 February 2026

What the sources record

The disclosure concerns entities in Stockholm and in Geneva, Zurich and Pfäffikon, formerly operating under the JOOL name.

The matters raised relate to how bond security packages were described at placement and how the same adviser later acted in solicited restructurings of the same instruments.

The register publishes the disclosure so that compliance desks and supervisors can assess it. It is submitted for regulatory review; read the disclaimer.

Individuals named in this case

Photograph — Tom OlanderSweden

Open disclosure

Tom Olander

Partner, VINGA Corporate Finance

Base · Stockholm

Named in an open protected disclosure

Tom Olander is a senior partner inside the debt-origination franchise that places issuer paper as 'senior secured' and later solicits the restructuring that releases that same security.

All individuals in the register →

Primary sources

Questions and answers on this entry

What does register entry CH-2026-02 record?
Protected disclosure concerning VINGA Corporate Finance and VINGA Securities. A protected disclosure sets out concerns about bond origination, marketing and subsequent restructuring practices, and asks European supervisors to review them. No authority has made findings and no wrongdoing is asserted.
Which authority is recorded against VINGA Corporate Finance AB · VINGA Securities AG (ex-JOOL)?
The entry is recorded against FINMA · Finansinspektionen · Finanstilsynet (review requested), in the Switzerland jurisdiction, under the theme Nordic high-yield bonds · restructuring conflicts.
What is the current status of this entry?
Status: Open disclosure — no findings made. Last recorded change: 1 February 2026. The matter arose or was first recorded on 1 February 2026.
How was this matter brought to light?
Protected disclosure by a market participant. Each statement in the entry reflects material already published by a named source; nothing beyond those sources is asserted or inferred.
Where can the primary sources for CH-2026-02 be checked?
The entry links to Full disclosure text; Corporate and entity map; KYC and AML screening notes.

This entry summarises published material for research and compliance-screening purposes; read the disclaimer. Any party named in a source may request a correction or exercise a right of reply through the contact page.

Other Switzerland entries

File 04 · Alleged pattern of repetition

The allegation is not one issuer — it is a repeated template.

The report alleges that distressed situations are selected rather than encountered: a balance sheet no bank will fund is the raw material, investor money the input and fees the output. Once an issuer has been run through the cycle, the same desks are alleged to pick the next one and begin again on an identical term sheet.

What repeats

The constants across mandates

  • An issuer that cannot refinance through a bank.
  • Paper marketed to investors as senior secured with pledges and guarantees.
  • The arranger later appointed as agent on the workout of its own placement.
  • A conversion that allegedly releases the security and leaves bondholders without enforceable claims.

What changes

Only the name of the company

  • A new issuer, a new prospectus, a new set of investors with no memory of the last one.
  • A new brand on the term sheet when the previous one becomes unusable.
  • The same desks, the same seats, the same structuring template underneath.
  • The same alleged outcome for bondholders: security released, claims rights gone, recovery near nil.

Why this matters for KYC

A single failed bond is a credit event. A repeated, identically-structured sequence across unrelated issuers is a business model — and it is the individuals running it, not the companies they run it through, who carry the risk into your institution.

File 03 · The alleged five-step playbook

The alleged playbook — source → persuade → extend → strip → convert and sink.

According to the whistleblower report, a five-step template is applied to one issuer after another, with fees earned at every step — on the way in, on the way out, and on each restructuring in between. The steps below reproduce the report’s own description of the alleged cycle.

  1. 01Source

    The pitch

    "We can raise capital for you where the banks won't."

    What the report alleges

    According to the whistleblower report, VINGA sources over-leveraged issuers that banks will no longer lend to — typically Nordic property and holding groups — and feeds each one through the same template. Distress is what allegedly makes the fee cycle repeatable.

    Fees earned

    Mandate retainer · structuring fee

  2. 02Persuade

    The pitch

    "Senior secured Nordic real-estate bonds, 9% coupon, conservative LTV, share pledges."

    What the report alleges

    Paper is allegedly placed as "senior secured" across Nordic private banks and, through the Geneva office, Swiss custodians. The report alleges the Swiss arm onboards investors untouched by the prior JOOL defaults.

    Fees earned

    Origination fee · placement commission

  3. 03Extend

    The pitch

    "A short maturity extension to ride out a temporary market dislocation."

    What the report alleges

    VINGA allegedly acts as solicitation agent, pushing tenors out two to three years with no genuine operational turnaround.

    Fees earned

    Solicitation fee · consent-payment economics

  4. 04Strip

    The pitch

    "A temporary coupon adjustment to preserve liquidity for all stakeholders."

    What the report alleges

    Coupons to zero, interest capitalised, covenants softened, information rights and the security package allegedly weakened. Bondholders stop receiving cash income.

    Fees earned

    Re-solicitation fee · advisory retainer

  5. 05Convert and sink

    The pitch

    "A consensual recapitalisation aligning bondholders and sponsor for long-term value creation."

    What the report alleges

    The alleged endgame is a conversion of secured claims into unsecured equity in a new holding company: no security, no control, no governance rights, no claims rights and no assured redemption, while the sponsor retains control through a super-voting structure. All transaction security is allegedly released. The report states the structure is engineered for a total loss of the former bondholders, its core alleged purpose being to strip them of any residual claim against the sponsor's and the solicitation agent's earlier conduct. The firm then allegedly moves to the next company and starts again.

    Fees earned

    Restructuring advisory fee · close-out economics

Repeat

Multiple issuer mandates

The same template applied to one company after another across the JOOL and VINGA eras.

Released

Security packages

Pledges and guarantees sold as protection are surrendered for nothing at the conversion stage.

Both sides

Fees on entry and exit

The arranger that placed the paper is paid again to solicit its destruction.

File 03.5 · Corporate map & public profile

The entities behind the name — and what they advertise publicly.

Correct legal names matter for screening. Adverse-media checks run on “VINGA” alone will not return the JOOL record, and checks run on JOOL will not return current mandates. Both sides of the rebrand are listed here, with the group’s own public claims reproduced without comment.

  • VINGA Group

    Parent group, presented publicly as "Nordic Growth Capital & Advisory Services". Lists VINGA Securities Sweden, VINGA Securities Finland, VINGA Securities Switzerland, VINGA Corporate Finance, VINGA Asset Management and VINGA Wealth Management.

    Official site: vingagroup.com/
  • VINGA Corporate Finance AB

    Stockholm-based debt and equity capital markets adviser. Public site presents DI Gasell 2025 recognition, DCM and ECM advisory, refinancing of previous bonds, and green bond structuring.

    Official site: vingacorp.se/en/
  • VINGA Securities AG

    Swiss-domiciled broker-dealer arm, operating from Geneva, Zurich and Pfäffikon. Public marketing lists Sebastien Khlat-Muller as Directeur général, Vinga Securities AG.

  • Navigo Invest AB

    Acquired JOOL Capital Partner and executed the corporate rebrand to VINGA, launching VINGA Securities AG as the Swiss broker-dealer.

  • JOOL Capital Partner / JOOL Markets

    Predecessor names. JOOL Markets arranged and placed bonds for a Swedish property issuer; the Norwegian Finanstilsynet revoked its licence, the issuer went bankrupt and its CEO was sentenced to prison. The Swedish branch was wound down.

Publicly advertised profile

  • DI Gasell 2025 award recipient

    Source · vingacorp.se/en/

  • Debt Capital Markets advisory on corporate bonds and high-yield debt

    Source · vingacorp.se/en/

  • Growth financing for real estate, construction, industrial manufacturing, transport, logistics and renewable energy

    Source · vingacorp.se/en/

  • Refinancing of previous bonds and other debt

    Source · vingacorp.se/en/

  • Equity Capital Markets advisory, pre-IPO financing and secondary market transactions

    Source · vingacorp.se/en/

  • Stated first Swedish partner of the Climate Bonds Initiative, close to SEK 2 billion of green bonds raised for Nordic issuers

    Source · vingacorp.se/en/

  • Group claims more than EUR 2 billion raised across more than 200 transactions

    Source · vingagroup.com

  • VINGA Corporate Bond promoted with a #1 Avanza ranking for Fixed Income Funds (SEK) performance 2026 and a four-star Morningstar rating

    Source · vingagroup.com

These are the firm’s own public statements, set beside the allegations in this disclosure so readers can weigh them. Read the full whistleblower report →

File 04.5 · Corporate History

JOOL → VINGA: the rebrand after collapse, prison and licence revocation.

VINGA Corporate Finance was formerly JOOL Markets / JOOL Capital Partner. Same desks and, according to the whistleblower report, the same personnel and the same restructuring template. The name on the term sheet changed in 2023.

Licence revoked

Norwegian Finanstilsynet withdrew JOOL Markets' licence for systematic investor-protection violations.

Prison

The CEO of an issuer whose bonds JOOL arranged was convicted of gross fraud and jailed.

Litigation

Damages claims brought against JOOL Markets over deficient arranger conduct.

Timeline of record

  1. 2017–2018Origination

    JOOL Markets arranges bonds for a Swedish property issuer

    Two bond issuances placed for a property company holding almost no real assets against the debt raised — on the available record, likely already insolvent at issuance.

  2. March 2019Regulator

    Norwegian Finanstilsynet revokes JOOL Markets' licence

    Licence withdrawn for 'serious and systematic violations of investor protection.' Upheld by the Norwegian Ministry of Finance in April 2020 — final and non-appealable.

  3. August 2019Default

    The issuer goes bankrupt

    Assets a small fraction of debts, with the shortfall borne entirely by the bondholders JOOL Markets had solicited.

  4. 3 February 2020Criminal

    The issuer's CEO is sentenced to prison

    Stockholm District Court convicts the majority owner and CEO of gross fraud, gross swindling, gross forgery, gross accounting fraud and gross tax fraud, with a long-term ban from conducting business.

  5. June 2020Litigation

    JOOL winds down its Swedish branch

    Following the final Norwegian decision, JOOL closes its Swedish operations. Scandinavian Credit Fund sues JOOL Markets for damages over deficient arranger conduct.

  6. 2023Rebrand

    Navigo Invest AB acquires JOOL Capital Partner — rebrands as VINGA

    Same people, same desks, same playbook — under a new name. The Stockholm origination franchise re-emerges as VINGA Corporate Finance.

  7. 2024–2026Live

    VINGA acts as solicitation agent on further restructurings

    Paid by the issuer. Explicitly disclaims any duty to represent bondholders. The same mechanism — source, persuade, extend, strip, convert — applied to one issuer after another.

Other VINGA solicitation-agent mandates

DealYearMechanism / outcome
ELG2021Solicitation Agent.
Recap Green Bond I AB2024Debt-to-equity conversion.
Gefion Group2024Covenant resets and PIK interest.
Sparc Group2025Distressed restructuring.

Evidence dossier · PDF

History of Lawsuits Against JOOL (Previous Name of VINGA)

Compiled record of regulatory actions, civil claims, and litigation filed against JOOL Markets / JOOL Capital Partner — the operations now trading as VINGA Corporate Finance.

Download ↓

The core allegation

A firm whose Norwegian licence was revoked, whose arranged issuer went bankrupt and whose CEO was sentenced to prison was acquired by Navigo Invest AB and rebranded as VINGA. The whistleblower report alleges that the same personnel continue to act as solicitation agent on restructuring after restructuring.

File 02 · KYC · AML · Compliance Mandate

Treat every VINGA file as enhanced-risk.

Banks, custodians, family offices and asset managers receiving inbound business from VINGA Corporate Finance AB, VINGA Securities AG, or any of the six named operatives must, in our view, apply the controls below before opening or maintaining the relationship.

  • REQ-01

    Source-of-business test on every introduction

    Map the introducer chain back to a named VINGA seat. Document the role of any of the six operatives in the pitch, structuring, or solicitation.

  • REQ-02

    Adverse-media review against prior defaults

    Search the JOOL legacy book and the firm's record of defaulted issuer mandates. A relationship that survives a JOOL/VINGA default linkage requires senior sign-off.

  • REQ-03

    Conflict-of-interest disclosure on restructurings

    Where VINGA originated the paper and now solicits its conversion or restructuring, treat the engagement as conflicted and require independent advice for the investor.

  • REQ-04

    Swiss-booking heightened scrutiny

    Any introduction routed via the Geneva, Zurich or Pfäffikon offices should trigger an automatic enhanced-due-diligence review given the post-Nordic rebranding pattern.

  • REQ-05

    Suitability re-test for retail-adjacent clients

    Distressed-pattern Nordic real-estate paper placed with private-bank or family-office clients should be re-assessed under MiFID II / FIDLEG suitability rules.

File 05 · Regulatory & whistleblower channels

Regulatory and whistleblower channels for review of the VINGA group.

This disclosure is submitted for review through the channels below. Each is asked to consider the allegations against the VINGA group and the named individuals, and to determine whether supervisory review is warranted.

AuthorityJurisdictionScrutiny focus
FinansinspektionenSwedenVINGA Corporate Finance AB — origination conduct & conflict management.
FINMASwitzerlandVINGA Securities AG — Geneva/Zurich/Pfäffikon onboarding of distressed-pattern paper.
FinanstilsynetDenmarkVINGA-arranged Danish issuer mandates — market-information adequacy and restructuring conduct.
ESMAEUCross-border solicitation of bondholders into conversions that release security.
AMLAEUSource-of-business and KYC posture across the VINGA partner group.
EkobrottsmyndighetenSwedenEconomic-crime referral on the VINGA placement and solicitation chain.
SØIKDenmarkState Prosecutor for Serious Economic Crime — cross-border referral on the arranger chain.

Demand to regulators

Open a coordinated, cross-jurisdiction file on the six named VINGA operatives and on the VINGA Corporate Finance AB / VINGA Securities AG entities. Assess fitness-and-propriety on a personal basis.

Demand to compliance teams

Treat any VINGA introduction as an elevated-risk KYC file. Escalate live relationships to senior compliance and to your competent regulator.

File 06 · Frequently asked questions

Questions compliance teams and journalists ask about VINGA (ex-JOOL).

What is this whistleblower report about?
It is a financial whistleblower report on VINGA Corporate Finance AB and VINGA Securities AG, formerly JOOL Capital Partner and JOOL Markets. It documents whistleblower allegations of a five-step bond restructuring playbook said to have caused total loss for investors, and names six persons of interest for KYC and compliance screening.
Is this an official regulatory filing?
No. It is an independent whistleblower disclosure published in the public interest. It is not a substitute for a formal complaint filed with FINMA, Finansinspektionen, Finanstilsynet or any other regulator. Readers are encouraged to verify the claims and file formal regulatory reports where appropriate.
Is VINGA the same company as JOOL?
Navigo Invest AB acquired JOOL Capital Partner and rebranded it as VINGA after the Norwegian Finanstilsynet revoked JOOL Markets' licence. This report alleges that the restructuring playbook continued under the new name.
Who are the named individuals in this whistleblower report?
Tom Olander, Anton Allansson and Johan Karlsson in Stockholm, and Sebastien Khlat-Muller, Johan Bergstrom and Sebastien Elbied in Geneva and the Swiss offices.
What should compliance teams do in response to this report?
Run source-of-business testing, adverse-media review against the JOOL legacy book, conflict-of-interest checks where the same firm both originated and solicits conversion of the same paper, and a MiFID II / FIDLEG suitability re-test for affected clients. Treat it as a red flag requiring enhanced due diligence.
Where does VINGA operate publicly?
VINGA Corporate Finance maintains a public site at vingacorp.se. The parent group, VINGA Group, operates vingagroup.com, which lists subsidiaries in Sweden, Finland and Switzerland plus asset management and wealth management divisions.

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