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Publications

The Restructuring Review – Switzerland

Daniel Hayek and Chantal Joris published the Swiss chapter in the latest edition of The Restructuring Review. In this chapter, the authors give an overview of the distinctive features of Swiss restructuring laws.

by Daniel Hayek and Chantal Joris in The Restructuring Review 2017
September 2018

Smart Contracts under Swiss Law

This paper examines the legal qualification of Smart Contracts under Swiss law and gives an over-view over how Smart Contracts may interact with the fundamental rules of contract law. Furthermore, on the basis of this examination the need for legislative action with respect to Smart Contracts will be assessed.
It is concluded that the potential applications of Smart Contracts on the blockchain are vast and sound very promising. If applied in a sensible way this technology indubitably will lead to gains in efficiency of contract execution and lower transaction costs.
However, Smart Contracts will not prevent contractual disputes from arising. Consequently, parties will still resort to court actions. In these cases, Smart Contracts may tend to make things more complicated because while they may not eliminate the need for courts they limit the accessibility of courts for their parties via their self-enforcing nature.
Furthermore, while Smart Contracts may attempt to substitute law by code that does not mean that they will be able to render the law useless. There will still be need for mandatory law for various purposes, including, but not limited, to protect the parties from adverse consequences which the Smart Contract technology itself may produce.

The paper can be found in the FinTech Edition, Issue 1, 2018.

by Dr. Christian Schönfeld in The FinTech Edition, Issue 1, 2018
September 2018

IFLR Magazine July/August 2018: Share Transfer Restrictions – Unanswered Questions

In the July/August edition of the IFLR Magazine Dr. Andreas Moll, Matthias Bürge, Dr. Christian Schönfeld and Charlotte Rupf discuss the Swiss regime regarding transfer restrictions for shares of companies limited by shares. Furthermore, in light of the recent end to the long lasting conflict regarding the purchase of parts of the shares of SIKA by Saint-Gobain, they discuss several issues relating to the transfer restrictions that remain unanswered. You can find the article in English here.


On the principle nature of the Federal Court’s decisions in the GABA and BMW cases

The two judgments of the Swiss Federal Court are, as far as the significance test in Article 5 para. 1 FCA is concerned, of a principal nature and ultimately affect the interpretation of Art. 5 FCA as a whole. The Swiss Competition Commission – which has long been defending a different view of the criterion – wants the Court’s verdict to be confined to the legal presumptions in Article 5 paras 3 or 4 FCA – whereas outside these presumptions Article 5 para. 1 FCA would not have the role of a simple “de minimis rule” but that of a substantive criterion. Such cannot be the Court’s understanding.

by Dr. Marino Baldi in AJP/PJA 1/2018
August 2018

THE LEGAL 500 (LEGALEASE ) GC SUMMIT IN ASSOCIATION WITH PRAGER DREIFUSS AG WAS HELD AT THE BAUR AU LAC ON 25 MAY 2018

The keynote speaker Pierre Gentin and several GCs as panellists talked about corporate ethics and leadership.