Best Corporate Governance Lawyers in Switzerland

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Chlup Legal Services

Chlup Legal Services

15 minutes Free Consultation
Basel, Switzerland

Founded in 2015
10 people in their team
English
German
Corporate & Commercial Corporate Governance Government Relations & Lobbying +4 more
Here to HelpGoing through a divorce is difficult even without having to face critical life decisions regarding child custody and support, and asset and property division. It’s essential to find an experienced, trustworthy lawyer to protect your and your children’s future. To find a lawyer that...
PBM Attorneys-at-law

PBM Attorneys-at-law

15 minutes Free Consultation
Geneva, Switzerland

Founded in 2020
20 people in their team
English
French
Spanish
Corporate & Commercial Corporate Governance Government Relations & Lobbying +10 more
PBM Attorneys-at-law is a law firm in which all partners share a common philosophy and objective.Our core value: Offering the best solutions according to the unique circumstances of those whose interests we have the honor of defending.We serve our clients effectively by tailoring our advice,...
SWISS LAW INTERNATIONAL
Zurich, Switzerland

Founded in 1998
10 people in their team
Italian
German
English
Spanish
Corporate & Commercial Corporate Governance Government Relations & Lobbying +11 more
Welcome to our site!We are your experts in foreign law and immigration and present you directly here with a variety of interesting services. This enables us to assist you with all legal problems and inconveniences and to ensure that everything runs smoothly. Together with us, you are always on the...
KBW Kanzlei Bern West
Bern, Switzerland

Founded in 2000
English
KBW Kanzlei Bern West, located in the heart of Bümpliz, Bern, offers a comprehensive range of legal services tailored to meet diverse client needs. With over 40 years of tradition, the firm has built a reputation for delivering high-quality, discreet, and service-oriented legal solutions. Their...
Bern, Switzerland

English
Lexwise is a dedicated law firm located in Bern, Switzerland, committed to translating complex legal matters into practical, life-oriented solutions. The firm offers comprehensive legal advice and representation across various areas, ensuring that clients receive realistic and sustainable outcomes...
THEVOZ Attorneys LLC
Lausanne, Switzerland

Founded in 2015
50 people in their team
Romansh
Italian
French
German
English
THEVOZ LAWYERS GROUPWith the effect of globalization, many companies and individuals today face international challenges. Based on this observation, Me Thévoz, founder of the THEVOZ Avocats Group, wishes to develop an international law firm present in Europe and the United States in order to best...
Baker & McKenzie
Zurich, Switzerland

Founded in 1949
10,000 people in their team
Romansh
French
Italian
German
English
Baker McKenzie advised ClinChoice Medical Development on the acquisition of CROMSOURCE S.r.l., an ISO-certified, full-service contract research organization with corporate headquarters in Verona, Italy and with operational subsidiaries in the US and seven countries throughout Western and Eastern...
Schwarz Breitenstein Rechtsanwälte AG
Winterthur, Switzerland

Founded in 2000
50 people in their team
Romansh
French
Italian
German
English
For SMEs, private individuals and communitiesAs lawyers, we advise small and medium-sized enterprises (SMEs) and support private individuals and foundations. Municipalities and public institutions also make use of our advice.Advisory and in courtAs lawyers, we help you with contracts and legal...
ADHOC
Geneva, Switzerland

Founded in 2021
10 people in their team
Romansh
French
Italian
German
English
ABOUT ADHOCAdHoc Avocats is a site founded by Maître Damien Ledermann, Maître Constance Esquivel and Maître Raphaël Zouzout. Registered at the Geneva Bar, they work as associate lawyers in a renowned law firm, in the heart of the Quartier des Banques in Geneva.VSWhat binds us: the same passion...

Founded in 1946
English
Established in 1946, lafranchi meyer is a distinguished law firm based in Bern, Switzerland, offering comprehensive legal services both nationally and internationally. The firm's team of nine attorneys provides advisory and procedural assistance across various legal domains, including civil law,...
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About Corporate Governance Law in Switzerland

Corporate governance in Switzerland refers to a set of rules, practices, and processes by which companies are directed and controlled. It balances the interests of a company's stakeholders, such as shareholders, management, customers, suppliers, financiers, government, and the community. Swiss corporate governance is recognized for its robust legal framework, transparency standards, and a duty of care and loyalty imposed on company directors and officers. Swiss laws provide a structure for responsible management and accountability, contributing to the country’s reputation as a stable and reliable business hub.

Why You May Need a Lawyer

Legal advice in the field of corporate governance is often crucial for both businesses and individuals. You may need a corporate governance lawyer in situations such as:

  • Setting up a new company and structuring its governance framework
  • Complying with local Swiss regulations and international standards
  • Responding to shareholder disputes or concerns
  • Drafting or reviewing company bylaws, articles of association, or board regulations
  • Ensuring appropriate fiduciary duties are maintained by directors and officers
  • Handling investigations into suspected breaches of governance or ethics
  • Dealing with mergers, acquisitions, or restructurings
  • Navigating regulatory inquiries or enforcement actions
  • Implementing controls for transparency and anti-corruption
  • Advising on board or executive remuneration frameworks

A qualified corporate governance lawyer can make sure your decisions align with Swiss laws and protect your interests.

Local Laws Overview

The Swiss Code of Obligations (CO) lays the foundation for corporate governance in most companies, particularly stock corporations (Aktiengesellschaft - AG and Société Anonyme - SA). Key aspects of Swiss corporate governance laws include:

  • Requirements for management structure: Swiss companies typically have a board of directors as the main governing body and a separate executive management team.
  • Clear rules on the powers and duties of directors, including fiduciary and loyalty duties to act in the best interests of the company.
  • Annual general meetings for shareholder participation and rights, including voting and information rights regulated by law.
  • Transparency and reporting obligations including the preparation of annual accounts, disclosures related to executive compensation, and significant shareholdings.
  • Principles of gender representation and diversity on company boards are evolving, especially among listed companies.
  • Specific rules for listed companies, especially under the Swiss Financial Market Supervisory Authority (FINMA) and the Swiss Stock Exchange (SIX), concerning information disclosure, auditing, and compliance.
  • Strong focus on anti-money laundering, anti-corruption, and proper internal controls according to local and international standards.

Corporate governance laws in Switzerland are designed to foster accountability and sustainable business practices, with specialized regulations applying to publicly listed companies and financial institutions.

Frequently Asked Questions

What is corporate governance in Switzerland?

Corporate governance in Switzerland refers to the system of rules, practices, and processes by which companies are controlled and directed, ensuring accountability, fairness, and transparency in a company’s relationship with stakeholders.

Which law governs corporate governance for Swiss companies?

The primary legal source is the Swiss Code of Obligations, along with special rules for publicly traded companies under stock exchange and FINMA regulations.

What are the main responsibilities of Swiss company directors?

Directors have legal duties of care and loyalty, must act in the company’s interests, supervise management, maintain proper financial records, and ensure compliance with relevant laws.

Are there requirements around board composition?

For privately held companies, requirements are flexible, but listed companies must follow guidelines regarding board independence and diversity, including gender representation targets.

How often must shareholder meetings be held?

At least one annual general meeting must be held; extraordinary meetings can also be convened as required by law or the company’s statutes.

What are the penalties for failing to comply with governance laws?

Non-compliance can lead to fines, director liability, reputational damage, and, for serious breaches, criminal penalties or company dissolution.

Do Swiss corporate governance laws apply to foreign companies operating in Switzerland?

Foreign companies with subsidiaries or branches in Switzerland must comply with Swiss corporate law for their Swiss entities, while headquarters’ global governance may follow additional home country rules.

Are there special rules for financial institutions or public companies?

Yes. Publicly listed companies and financial institutions are subject to enhanced regulations, including disclosure, internal controls, and oversight by regulators like FINMA and the Stock Exchange supervisory bodies.

How are shareholder rights protected in Switzerland?

Shareholders have statutory rights to information, voting, dividends, challenging resolutions, and, in some cases, legal redress against company actions.

Can company directors be held personally liable?

Yes. Directors may be personally liable to the company or its creditors if they breach their duties or act negligently, especially if such actions lead to financial loss.

Additional Resources

Several organizations and official bodies provide valuable resources and information on corporate governance in Switzerland:

  • Swiss Financial Market Supervisory Authority (FINMA) - Regulatory guidance for financial institutions and listed companies
  • Swiss Corporate Governance Expert Committee (SCGP) - Best practice guidelines
  • Swiss Code of Obligations - The foundation for company law
  • Swiss Institute of Directors - Professional advice and training for directors and board members
  • Chamber of Commerce - Networking and business support for Swiss companies
  • Swiss Takeover Board - Guidance on M&A and takeover rules
  • Swiss Bar Association - Directory of qualified lawyers and law firms

Next Steps

If you require legal assistance with corporate governance in Switzerland, consider the following steps:

  • Identify your specific legal issue, such as governance structure, compliance, or resolving a dispute
  • Gather relevant documents, including your company’s articles of association, board regulations, and recent correspondence
  • Contact a Swiss lawyer or law firm with experience in corporate governance law
  • Schedule a consultation to discuss your concerns and get tailored legal advice
  • Follow through on legal recommendations and implement any required changes to ensure compliance

Professional legal guidance can help ensure your corporate governance framework meets all Swiss legal standards and protects your company’s interests now and in the future.

Lawzana helps you find the best lawyers and law firms in Switzerland through a curated and pre-screened list of qualified legal professionals. Our platform offers rankings and detailed profiles of attorneys and law firms, allowing you to compare based on practice areas, including Corporate Governance, experience, and client feedback. Each profile includes a description of the firm's areas of practice, client reviews, team members and partners, year of establishment, spoken languages, office locations, contact information, social media presence, and any published articles or resources. Most firms on our platform speak English and are experienced in both local and international legal matters. Get a quote from top-rated law firms in Switzerland - quickly, securely, and without unnecessary hassle.

Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.