Swiss Corporate Law

We advise family businesses, family offices, growth companies, enterprises, private equity funds, startups, venture capital funds and their founders, shareholders, investors, directors, executive officers and employees on Swiss corporate law.

Our Expertise in Corporate Law Includes

  • Articles of Association
  • Board of Directors (BoD)
  • Commercial Register
  • Choice of Legal Form (e.g. Ltd vs LLC)
  • Company Representatives
  • Contingent Capital
  • Conversion of Legal Form
  • Corporate Governance
  • Corporate Housekeeping
  • Demerger
  • Divestiture
  • Dividend Distribution
  • Dividend Rights Certificates
  • Executive Board (EB)
  • General Meeting of Shareholders (AGM, EGM)
  • Incorporation
  • Interim Dividends
  • Liability of BoD / EB
  • Merger
  • Share Capital Increase
  • Ordinary Shares
  • Organisational Regulations
  • Participation Capital
  • Participation Certificates
  • Preference Shares
  • Reduction of Share Capital
  • Reorganization
  • Rights and Obligations of Shareholders
  • Share Buyback
  • Share Capital Band
  • Share Transfer Restrictions
  • Shareholders' Agreement (SHA)
  • Spin-off
  • Statutory Audit
  • Transfer of Assets and Liabilities
  • Treasury Shares

Our Expertise and Advice Offer Added Value - Example: in General

  • Client's Challenge: Corporate law offers structuring options and provides for various rights and obligations. A lack of knowledge of such options, rights and obligations can, for example, result in the selection of an inappropriate structure and prevent members of the board of directors from fulfilling all their duties.
  • Better together with Arvedelis: We specialise in corporate law and provide comprehensive advice to our clients.

Our Expertise and Advice Offer Added Value - Example: Corporate Governance

  • Client's Challenge: Incomplete, unclear and outdated articles of association and organisational regulations, for example, can at the very least cast a bad light on the company concerned and can have serious legal consequences - for example, if the board of directors intended to delegate responsibility to individual members of the board, but due to mistakes made remains fully responsible as a whole for all acts and omissions by such individual members.
  • Client's Challenge: Inadequate governance can lead to professionals entrusted with the management of the company not knowing exactly what their responsibilities (e.g. as CEO, CFO, CMO, CPO or CTO) and competences (e.g. that they may only conclude contracts up to a certain value per contract - e.g. for the purpose of risk minimisation - without the prior written approval of the board of directors or the management board, respectively) are.
  • Better together with Arvedelis: As corporate lawyers with insight into many different companies in various industries, we are familiar with good governance. We know which topics are nice to have and which topics are essential and must be regulated precisely. For example, we are experienced in drafting both brief and very detailed articles of association and organisational regulations (including, for example, approval matrix).

Our Expertise and Advice Offer Added Value - Example: Corporate Housekeeping

  • Client's Challenge: General meetings of shareholders have not been held for years or have been carried out incorrectly, so that, for example, profit distributions were made without corresponding resolutions of the general meetings of shareholders.
  • Client's Challenge: Templates for minutes and resolutions of general meetings, board of directors and and the executive board were copied from the Internet and used unchanged for many years, although the legal requirements were not complied with at all.
  • Client's Challenge: Share registers and registers of beneficial owners of the company are missing, incomplete or inaccurate, although the board of directors (Ltd) / the management (LLC) is legally obliged to keep and retain such registers for the company.
  • Better together with Arvedelis: We examine the state of the corporate housekeeping in a targeted manner. We have a great deal of experience in efficiently rectifying deficiencies to the greatest possible extent. We assess the scope and probability of occurrence of risks that cannot be completely eliminated and provide actionable recommendations so that the company can prepare for the eventuality.
  • Better together with Arvedelis: We firmly believe that prevention is better than therapy: We support our clients in getting corporate housekeeping right at all times in the future. Doing it right from the start can save money and time.

Our Expertise and Advice Offer Added Value - Example: Reorganisations

  • Client's Challenge: In an increasingly challenging environment, the company's board of directors has determined that the corporate structures that were once adequate are no longer sufficient to meet future requirements. However, the necessary reorganisation is both a large-scale and business-critical project with which the client has no experience.
  • Better together with Arvedelis: As specialised corporate lawyers, we fill the experience gap. We know how to implement reorganisations in a legally sound, time- and cost-efficient manner. Working with us, the client does not need to worry and can instead focus on the day-to-day-business of the company.

What Our Clients Can Expect From Us

  • Availability and Reliability
  • Goal: Clarity and Certainty
  • Legal Excellence
  • No Legalese: We Speak Plain English
  • Pricing: Flat Fee or Time Spent (or Combos)
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