Not-for-profit and international organizations, Switzerland

Areas of expertise

Our not-for-profit group advises in the following areas:

I. Incorporation and Registration of Associations and Foundations

We assist and represent clients throughout the start-up phase in a variety of topics, such as:

• Choosing the appropriate form of organization and advising on the structuring
• Drafting articles of association, by-laws and other incorporation documents
• Organizing and managing the incorporation process and co-ordination with other service providers (fiduciaries and auditors) and banks
• Providing legalizations and other notarial services
• Advice on governance and compliance issues and drafting the respective documents
• Draft the necessary agreements, in particular employment, mandate and service agreements
• Obtaining tax rulings, in particular for tax exemption and deductibility of donations
• Acting as board members and provision of corporate secretarial services (annual recurring housekeeping after incorporation)
• Advice on all cross-border issues involving other jurisdictions (worldwide).

II. Organizational Reviews (Legal Health Check)

In the dynamic and fast changing world of not-for-profit organizations, we carry out a review of your organization and suggest practical improvements to assure compliance and to deal with the challenges of the legal and tax environment. We also advise on how to restructure and optimize the organization, the management of projects as well as the implementation of changes, which may include the following: 

• Analyzing charitable objects and activities
• Evaluating the performance of the board and the management
• Reviewing administrative provisions
• Advising on fundraising and donations
• Grants and grant reviews
• Drafting general terms and conditions
• Setting up of appropriate trading subsidiaries and other group structures
• Conducting due diligence
• Merging entities, and
• Preparing group agreements.

III. Other Areas of Assistance

We offer assistance in a number of related aspects and matters, that often influence the day-to-day management of not-for-profit organizations, including:

• Representing clients before all Swiss federal and cantonal supervisory and tax authorities
• Privileges and immunities under Switzerland's Host State Act
• Advice on employment law and immigration matters as well as data protection matters
• Crowd funding and E-commerce
• Intellectual property
• Litigation, if unavoidable
• Liability of board members and D&O insurance

If you would like more information about the Eversheds Sutherland not-for-profit team, please contact Olivier Dunant.