Your specialist for
Company law regulates the legal relationships between the governing bodies of a company and the company itself. It includes regulations on the incorporation, organization, administration and dissolution of companies, such as public limited companies and limited liability companies.
We assist with
When founding a company, we advise you on the appropriate legal form and draft the articles of association and partnership agreements. We also handle the correspondence with the relevant commercial registry offices. Notarizations and certifications are carried out by a Solothurn notary public.
Changes in capital
We support you with capital increases as well as with capital reductions. We advise you on the appropriate form of the capital increase, prepare the necessary documents and organize the notarization and certification. We also take care of the registration in the commercial register.
Amendments to the articles of association, mutations
After incorporation, the articles of association can in principle only be amended by majority resolution of the general meeting. We draft the necessary deeds and organize the notarizations and certifications. If necessary, we represent you at the general meeting. We also conduct the correspondence with the commercial registry office.
Companies may need to adapt to internal and external changes. With increasing success and growth, a change of legal form may be necessary. However, not only transformations, also a corporate takeover (acquisition), a merger or a spin-off may become necessary from a business management point of view. We support you from the strategic planning of a restructuring to its implementation.
A shareholder’s agreement is of importance to prevent disputes between shareholders or groups of shareholders. Such a contract regulates the relationship between shareholders besides the articles of association. There are no generally applicable “sample contracts”. Therefore, let us advise you on the drafting of the contract.
Corporate disputes and liability
An important component of Swiss company law is the regulation of the liability of the board of directors and the management. They must fulfil their duties of care towards the company and the shareholders, and avoid conflicts of interest. We provide support in shareholder disputes of all kinds and enforce your claims in court.
Loss of capital, over-indebtedness and insolvency
By law, the board of directors of a public limited company shall monitor the solvency of the company. If the company is threatened with insolvency, the board of directors shall take measures to ensure its solvency. If there is a threat of a loss of capital or over-indebtedness, the board of directors must take further measures to restructure the company. We advise you on possible restructuring measures and any insolvency law issues.
We advise investors, start-ups as well as established companies on all legal issues relating to financing and venture capital. We also assist our business clients in matters of corporate and project financing.