Bonnard Lawson

Bonnard Lawson is a Swiss law Ffrm having offices in four leading foreign jurisdictions: Switzerland (Geneva, Lausanne and Rolle), France (Paris), UAE (Dubai) and Luxemburg, as well as a correspondent law firms in Shanghai and Hong Kong. While being international, our law firm offers tailored-made and boutique services in various fields such as private client practice, domestic and international tax law, international arbitration and litigation, construction law, sports law, insolvency and restructuring, corporate M&A, banking and finance as well as intellectual property and art law.

Our lawyers are also qualified with full rights of audience in several continental and common law jurisdictions (Switzerland, USA, England and Wales, France, Dubai and the DIFC, China, Hong Kong and the Netherlands). Our lawyers work in several languages (French, English, Italian, Russian, German, Dutch, Chinese, Arabic, Spanish, Portuguese, Gujarati, Hindu/Urdu, Hebrew and Turkish).
Being multicultural, our lawyers are ideally placed to advise and represent clients both locally and globally.

Our corporate M&A practice: We advise domestic and foreign companies, from start-ups and independent entrepreneurs, to SMEs and multinational companies, on all aspects of corporate and commercial law, including contracts, transactions, proceedings and structuring, both in a domestic and international context. Together with our litigation team, we also assist and represent our clients in litigation and arbitration matters related to commercial and M&A transactions.

General corporate: Our services include expert advice and assistance on various aspects of corporate law, such as:

• incorporation of companies: drafting of articles of association, internal regulations and all types of corporate documents
• corporate finance: capital increase, shareholder loans, contributions in kind, pledge agreements
• shareholders and investors relations: shareholders’ agreements, investment agreements and joint-venture
• corporate governance: composition and duties of board of directors, delegation of powers, shareholders rights
• corporate financial restructuring and insolvency services.

Our tax specialists provide advice from an international and domestic tax perspective regarding all aforementioned aspects.

We further offer legal outsourcing services with respect to the drafting and updating of corporate documents (corporate housekeeping): update of articles of association and internal regulations, board resolutions and minutes of shareholders’ meetings, registration proceedings with the commercial register.

Mergers and acquisitions: Our team has developed strong expertise with respect to mergers and acquisitions (share deals, asset deals, mergers and spin-offs), in a variety of sectors, including banking and finance, watchmaking industry, biotech, healthcare, IT, telecom, trading and shipping, mining industry, hospitality, education and fast-moving consumer goods (FMCG). We assist our clients at every stage of a transaction, including structuring of the deal, due diligence, drafting and negotiation of the transaction agreements and documents, and closing procedure. We work closely with our tax team and make sure that any transaction is thoroughly examined from a tax perspective.

Financing and investment (venture capital/private equity): Our team specializes in advising and assisting clients, from early stage investors and entrepreneurs to SMEs doing business with international suppliers or customers, with respect to venture capital/private equity and debt financing transactions. We also assist our clients throughout the whole process by conducting due diligence and the drafting and negotiating of the legal documentation (term sheet, investment agreement, shareholders’ agreement, convertible loan, various pledge agreements and credit facility agreements).

Commercial contracts: We assist our clients with respect to their commercial activities, in particular with the drafting and negotiation of various types of commercial contracts, including services agreements, loan agreements, distribution agreements, agency agreements, licensing agreements, franchising agreements and lease agreements.

Employment / permits: We also provide advice in relation to employment law, including drafting and negotiation of employment agreements, termination and settlement agreements, as well as employee incentive schemes. Our services further include applications for work permits.

FinTech: In addition, last year Bonnard Lawson has introduced a new legal expertise in the field of FinTech, Blockchain / Distributed Ledger Technology (DLT) and CleanTech / Green economy

Our new team’s experience covers the most important technology law matters including the following services:

• Legal advice for structuring FinTech businesses, including on cross-border aspects
• Structuring of blockchain businesses and operations
• Regulatory assessment
• FINMA interface and applications, including FinTech license
• Digital asset management advice
• Crowdfunding / crowdlending / crowddonating advice
• Advice about DLT legal framework
• Advice about financial markets laws
• Issuance of green bonds, including drafting of prospectus
• Advice / representation in front of FINMA
• Advice in the field of tokenization of assets, including NFTs
• Drafting of terms of private / public sale of tokens, terms and conditions, privacy notice
• Compliance advice
• Advice on, negotiating and drafting all contracts (including outsourcing agreements pursuant to FINMA guidelines)
• Advice on and drafting of internal regulations
• Domestic and international litigations well as arbitration in the field of FinTech