Corporate and Contracts
Our experience and expertise enable us to provide clients, even on short notice, with cutting-edge yet comprehensive advice on all types of corporate and commercial matters across all relevant industry sectors.
Corporate
We advise public and private companies, including SMEs, family businesses and start-ups, entrepreneurs, shareholders and investors, in Switzerland and from around the world, from start-up through the corporate life of a company dealing with all aspects of corporate life. Our work includes dealing with general corporate issues (setting up and legal management of companies, subsidiaries or branches, corporate governance, corporate responsibility, compliance and risk management, (re-)structuring of the equity, drafting and negotiation of shareholders' and investment agreements, stock option and purchase plans) and all related transactions (intercompany financing, financing and refinancing, group structures and organizations). We further assist clients in all business recovery and companies' reorganizations. We advise our clients in relation to succession issues, exit strategies (trade and asset sales), as well as mergers and acquisitions.
Our lawyers also serve on the boards of directors of various Swiss companies and therefore have first-hand knowledge of company needs.
Contracts
We have extensive expertise in the drafting and negotiation of all types of commercial contracts (shareholders' and investment, joint venture, partnership, sale and purchase, leasing, manufacturing and production, license, outsourcing, distribution, rental, service, employment, credit facility, asset security agreements, as well as general terms and conditions) in numerous industries and business sectors (banking, financial services, hotels, art, media, IT, life science and healthcare, luxury industry, real estate).
Our lawyers work in an advisory, transaction-accompanying (and forensic capacity) and represent clients before courts, arbitral tribunal and authorities. Our lawyers are appreciated by clients for their "hands-on" approach.
Our services include:
- Incorporation and organization of companies
- Preparation and holding of shareholders' meetings
- Shareholders' rights (submission of agenda items, contesting general meetings' resolutions or special audit issues)
- Company reorganizations (restructurings, equity restructuring (capital increases and reductions, harmonica procedures), dissolutions and liquidations)
- Corporate governance, regulatory matters, (incl. FINMA) and [liability management/management fiduciary duties]
- Corporate housekeeping
- Business succession planning for owner-managed and family businesses
- Associations and foundations
- Related litigation and arbitration
Drafting and negotiation of all types of commercial contracts, such as:
- Shareholders' and investment agreements
- Joint ventures and partnership agreements
- Sale and purchase, leasing, manufacturing and production, delivery, franchise, sponsorship, factoring, outsourcing, licensing, agency, commission and distribution agreements
- Service agreements
- General terms and conditions of business, sale and delivery
- Real estate agreements (sale and purchase of property, rental agreements, right to build agreements)
- Architect and engineering agreements
- Intellectual property rights (including commercialization of intellectual property, in particular with software and data)
- IT projects (procurement and/or distribution of IT systems)
- Data protection
- Regulated industries, such as banking and insurances services, life science, etc.
- Commercial and contract related litigation and arbitration (disputes on sale, enterprise, distribution, agency, license agreements and actions relating to liability, the annulment of executive bodies’ decisions, special audit)
Main Contacts: Arun Chandrasekharan, Leila Hawa, Jean-Paul Vulliéty
