Best Project Finance Lawyers in Oberwil

About Project Finance Law in Oberwil, Switzerland

Project finance is the practice of financing long-term infrastructure, energy, real estate and industrial projects based primarily on the projected cash flows of the project rather than the balance sheets of project sponsors. In Oberwil, which sits in the canton of Basel-Landschaft, project finance transactions follow Swiss federal law together with applicable cantonal and municipal rules. Typical projects in the area include renewable energy installations, commercial real-estate developments, small-scale infrastructure upgrades and public-private partnership - PPP - arrangements for local services.

Swiss project finance blends commercial contract law, secured lending techniques and administrative law for permits and approvals. Many transactions use a special purpose vehicle - SPV - established under Swiss company law to isolate project assets and liabilities. Lenders rely on a package of securities, assignments and contractual undertakings that must be structured to work under Swiss law and to be enforceable in Swiss courts or through administrative processes.

Why You May Need a Lawyer

Project finance projects are legally complex and involve multiple risk areas. You may need a lawyer in Oberwil if you are a sponsor, developer, lender or investor and face any of the following situations:

- Structuring the transaction and choosing the appropriate legal vehicle - SPV, GmbH or AG - to limit sponsor liability and optimise financing.

- Drafting and negotiating finance documents such as facility agreements, security documents, intercreditor agreements and direct agreements with offtakers or public authorities.

- Creating and perfecting security under Swiss law - mortgages, pledges, assignments and account charges - and advising on enforceability.

- Managing permitting and regulatory approvals at municipal, cantonal and federal levels - building permits, zoning, environmental approvals and energy grid connections.

- Advising on public procurement and concession rules when the project involves a public authority or public funding.

- Conducting legal due diligence on land titles, contractual obligations, environmental liabilities and compliance issues.

- Structuring tax-efficient arrangements, VAT handling and addressing stamp duties or other transfer taxes.

- Handling cross-border elements - foreign lenders, currency risk, recognition of foreign judgments and compliance with anti-money-laundering rules.

- Managing disputes, construction claims, delays and enforcement actions in case of default.

Local Laws Overview

Several legal regimes are particularly relevant to project finance in Oberwil:

- Swiss Federal Law - core commercial rules come from the Swiss Code of Obligations - CO - and the Civil Code. Company formation, contracts, securities and enforcement procedures are governed by federal statutes and federal court practice.

- Cantonal and Municipal Law - zoning, spatial planning and building permits are governed by cantonal and municipal rules. In Oberwil, the municipal building office and the canton of Basel-Landschaft are central authorities for planning, building permits and environmental measures.

- Security and Collateral Law - Swiss law recognises a range of security interests: mortgages over real estate which are registered in the land register - Grundbuch - possessory and non-possessory pledges over movable assets, pledges over receivables by cession, and account pledges. Floating-charge-style remedies common in other jurisdictions are not directly recognised, so bespoke structures are used.

- Enforcement and Insolvency - debt collection is governed by federal debt enforcement and bankruptcy law. Enforcement of secured interests depends on the type of collateral. Mortgage enforcement follows registered procedures, while enforcement of pledges and assignments can require judicial or administrative steps.

- Administrative and Environmental Law - projects requiring construction or environmental clearance will be subject to municipal and cantonal procedures and possibly federal reviews depending on scale. Environmental impact assessments and specific approvals for emissions, waste or protected land may apply.

- Public Procurement and Concessions - when a public authority is a party, procurement law and concession rules apply. Federal thresholds determine when federal procurement rules apply, while cantonal rules govern smaller contracts.

- Financial Regulation and AML - if the transaction involves regulated financial institutions or cross-border lending, FINMA supervision and Swiss anti-money-laundering rules may be relevant. Banks and some institutional lenders will require AML checks and compliance documentation.

- Tax Law - federal, cantonal and municipal taxes can affect project returns. VAT, income and corporate tax treatment, stamp duties and potential tax incentives for energy projects require specialist advice.

Frequently Asked Questions

What exactly is project finance and how does it differ from corporate finance?

Project finance relies on the project itself as the primary source of repayment and collateral. Corporate finance uses the sponsor or borrower balance sheet and general creditworthiness. In project finance, risks are usually ring-fenced in an SPV and allocated through contracts between sponsors, lenders, contractors and offtakers.

Can foreign investors and lenders participate in projects in Oberwil?

Yes. Switzerland is generally open to foreign investment and foreign lenders may participate. However, projects must comply with Swiss permit rules, local planning, tax obligations and any sector-specific restrictions. Foreign participants should consider currency risk, cross-border enforcement and any approvals required under Swiss or cantonal law.

What legal structure is commonly used for project finance in Switzerland?

Sponsors commonly use a special purpose vehicle - SPV - structured as a limited liability company - GmbH - or a public limited company - AG - under Swiss company law. The SPV isolates project assets and simplifies the creation of security and contractual arrangements with lenders.

What types of security can lenders expect to take under Swiss law?

Lenders may take mortgages over real estate registered in the land register, pledges over moveable assets, pledges or assignments of receivables, charges over bank accounts and share pledges on SPV equity. The exact form and perfection steps depend on the asset type and local registration requirements.

How do I obtain building permits and planning approvals in Oberwil?

Building permits and planning approvals are issued by the municipality with oversight from the canton. You will typically need to submit technical plans, environmental assessments and proof of compliance with zoning and spatial planning rules. Timeframes vary by complexity and whether the project triggers cantonal or federal review.

What environmental approvals should I expect for an energy or construction project?

Smaller projects may need only municipal-level approvals, while larger or sensitive projects require cantonal or federal environmental assessments. Authorities will review impacts on water, emissions, protected areas and waste. Early environmental due diligence reduces the risk of delays and unexpected liabilities.

How is default and enforcement handled in a Swiss project finance deal?

Enforcement depends on the security package. Mortgage enforcement follows the land register process. Pledge enforcement may involve judicial procedures or sale under agreed mechanisms. Insolvency proceedings are governed by Swiss bankruptcy law, and intercreditor arrangements determine priority among creditors.

Do public procurement rules apply if the municipality sponsors or purchases services?

Yes. If a public authority is involved as a contracting party, public procurement law and concession rules will apply. Whether federal or cantonal procurement rules apply depends on contract value and the identity of the public entity. Procurement requirements affect tendering, contract award and transparency obligations.

What tax issues should sponsors and lenders consider?

Key tax considerations include corporate tax for the SPV, VAT on construction and supply of services, stamp and transfer taxes on certain security documents, withholding taxes on cross-border payments and possible tax incentives. Cantonal tax rates can vary, so local advice is important for optimisation.

How do I choose a lawyer or firm for project finance work in Oberwil?

Choose a lawyer with experience in Swiss project finance, knowledge of cantonal and municipal procedures in Basel-Landschaft, and a track record with the relevant sector - energy, construction or infrastructure. Check for experience with security packages, cross-border finance, permitting and dispute resolution. Consider language skills - German and English are commonly needed - fee structure, and client references.

Additional Resources

When seeking guidance and official information for project finance in Oberwil consider consulting or contacting the following types of bodies and organisations:

- Municipal offices in Oberwil - building and planning departments for local permit and zoning questions.

- Canton Basel-Landschaft authorities - cantonal planning and environmental offices for regional approvals, building regulations and cantonal incentives.

- Federal Office of Energy - for energy specific regulations and grants for certain energy projects.

- Federal Office for the Environment - for federal environmental rules and assessments when applicable.

- Swiss Financial Market Supervisory Authority - FINMA - where regulated financial services or institutions are involved.

- Swiss Federal Tax Administration and cantonal tax offices - for tax treatment, VAT and withholding tax questions.

- Commercial Register - Handelsregister - for company registration and searches on SPVs and sponsors.

- Swiss Arbitration Centre and local courts - for dispute resolution routes commonly used in commercial projects.

- Industry bodies such as the Swiss Bankers Association and sector trade associations - for market practice and sector guidance.

- Professional advisors - local notaries, surveyors, environmental consultants and technical advisers - who are often essential to complete the legal and factual due diligence.

Next Steps

If you need legal assistance with project finance in Oberwil, follow these steps to get started:

- Prepare core project materials - project description, financial model, project participants, key contracts and site documentation. Early documentation helps a lawyer scope work and assess risks.

- Seek an initial consultation with a lawyer experienced in Swiss project finance and familiar with Basel-Landschaft procedures. Use the consultation to confirm the legal issues and a recommended work plan.

- Agree on scope of work and fees - consider phased engagement - initial due diligence and term sheet review, followed by drafting and negotiation and closing support.

- Conduct legal due diligence - title and land register checks, review of permits and licenses, contract reviews, environmental and planning risk assessments, and verification of corporate standing of counterparties.

- Structure the SPV and security package - the lawyer will advise on the optimal corporate form, shareholder agreements, security documents and registration steps needed to perfect collateral.

- Coordinate regulatory and permitting processes - instruct local technical advisers and engage with municipal and cantonal authorities early to reduce delay risk.

- Negotiate and close financing documents - facility agreements, intercreditor agreements, security documents and direct agreements with contractors and offtakers should be negotiated and signed with a clear closing checklist.

- Plan post-closing compliance and reporting - maintain required permits, register security interests, meet tax and AML obligations and set up routine reporting to lenders.

Working with a lawyer early in the process reduces legal and commercial risks and helps keep projects on schedule. If you are unsure where to start, request an initial meeting with a Swiss project finance lawyer who can outline a tailored roadmap for your project in Oberwil.