LAWSIDE – PRACTICE AREAS

We advise and represent banks, securities houses and other financial institutions on all regulatory matters, including the really though stuff.

Work we have done for our clients:

• Licensing applications for fintechs, securities houses and asset managers/trustees
• Capital and liquidity regulations for banks, securities houses, and other financial institutions
• Recovery and resolution planning für systemically relevant banks and digital asset recovery plans (DARP)
• Advice on cross-border financial services, both into Switzerland (inbound) and from Switzerland into foreign markets (outbound)
• Representation of clients in FINMA enforcement proceedings, including litigation in Federal courts
• Drafting all types of agreements, including client terms and conditions, investment, custody and other agreements
• Credit and collateral agreements, including share pledge agreements and agreements relative to all other types of collateral

Key contacts are Hans Kuhn and Sebastian Wälti

We help start-ups and fintechs to implement fully compliant operating models and establish operations in Switzerland.

Work we have done for our clients:

• Regulatory clearance of business models under Swiss and EU law (MiCA)
• FINMA non-action letters or legal opinions to document regulatory compliance
• SRO membership applications, including AML framework
• Licensing applications for fintechs
• Assessment of tokenization projects; preparation of blueprints with budget and timeline
• Drafting and approval of prospectuses in accordance with the EU Prospectus Regulation
• Setting up of corporate structures, including introduction of service providers (auditors, banks, accountants)
• Investment agreements including shareholder agreements
• Employee participation plans (ESOP, PSOP)

Key contacts are Hans Kuhn and Sebastian Wälti

We advise on all types of corporate matters and transactions.

Work we have done for our clients:

• Incorporation of companies, including corporate services, corporate housekeeping etc.
• M&A, including legal due diligence and escrow services
• Negotiation of investment agreements, convertible loans etc.
• Drafting of shareholder agreements
• Drafting of intra-group agreements (SLA, Cash-pooling etc.)
• Establishment of sound organization and governance structures
• ESG compliance framework

Key contacts are Sebastian Wälti and Emanuel Tschannen

We help small and big client firms to negotiate complex business agreements and effectively manage employment matters.

Work we have done for our clients:

• Drafting and negotiation complex business agreements, including services agreements, SLAs, research & development agreements, intellectual property rights
• Advising on cross-border services, outsourcing and supply agreements
• Drafting and implementing of employment policies, including staff and working time regulations
• Drafting of total compensation schemes, including bonus and ESOP/PSOP documentation
• Termination of employment, including employment litigation or arbitration
• Social security and pension schemes

Key contacts are Emanuel Tschannen and Sebastian Wälti

We are AML and compliance experts and help clients to obtain SRO memberships and establish compliant AML frameworks.

Work we have done for our clients:

• Building AML and sanctions frameworks and processes, including AML manual and risk framework
• Support in obtaining SRO memberships
• Establish internal and external compliance organisations
• Internal AML/compliance investigations
• Representation of clients in FINMA enforcement proceedings

Key contacts are Sebastian Wälti and Hans Kuhn

We help clients raising capital and to navigate the complexities of stock exchange and securities laws.

Work we have done for our clients:

• Structuring and implementation of equity capital issues
• Equity-linked instruments, including convertible loans and notes
• Bond issuance, including subordinated bonds
• Set-up of Luxembourg based securitisation structures
• Drafting and approval of prospectuses in accordance with the EU Prospectus Regulation
• Stock exchange and securities regulations, including ongoing reporting obligations and ad-hoc publicity, disclosure obligations, market abuse and corporate governance

Key contacts are Hans Kuhn and Sebastian Wälti

We help our clients to manage disputes and resolve litigation in their best interest. We act for our clients before state courts, arbitral tribunals and in alternative dispute resolution.

Work we have done for our clients:

• Representing clients in courts in Switzerland, including in the Federal Administrative Tribunal and the Federal Tribunal
• Representing clients in arbitral proceedings
• Enforcement of or defence against claims including provisional measures
• Coordination of litigation in cross-border cases
• Employment litigation
• Enforcement of foreign judgments and arbitral awards in Switzerland

Key contacts are Emanuel Tschannen and Sebastian Wälti