Mr Philipp Schaller

Philipp Schaller

Lawyer biography

Born 1973, lic. iur., LL.M., Attorney-at-law

Education

  • University of Le Havre, France (1997) and University of Fribourg (1999)
  • Clerk at District Court of Lucerne-City (1999)
  • Trainee in Lucerne law firm (2000)
  • Admitted to the bar (2001)
  • Clerk at District Court of Lucerne-Land (2001)
  • Attorney at Law with Badertscher Attorneys at Law since 2002
  • Northwestern University School of Law, Chicago (LL.M. 2005)
  • Foreign Associate in leading law firm in Chicago (2005)
  • Partner with Badertscher Attorney at Law since 2009

Membership

  • Zurich Bar Association (ZAV)
  • Swiss Bar Association (SAV)

Practice areas: 

  • Corporate law and contracts
  • M&A, financings and IPOs
  • Employment law, staff leasing and recruitment services
  • Banking and finance
  • Business succession and entrepreneurs' support
  • Litigation, mediation and arbitration
  • Insolvency and bankruptcy
  • International disputes and judicial assistance
  • Private clients (inheritance law and family office)
  • Tax law and tax planning
  • Insurance law and liability law (incl. social security law)

Publications

Languages

  • German
  • English
  • French

 


Updates

Corporate & Commercial

Swiss notarization of German legal acts: still an issue?
Switzerland | 19 April 2010

German law requires notarization when transferring or pledging limited liability shares. In the past it was possible to make significant savings by obtaining notarization in foreign jurisdictions, especially certain Swiss cantons. Following the amendment of a number of relevant provisions of Swiss and German law, controversy has arisen as to whether foreign notarization can still be validly obtained in Switzerland.

Audit of Internal Control Systems
Switzerland | 14 December 2009

An organization's internal control system covers all of the procedures, methods and controls established by its board of directors and management in order to ensure the proper functioning of business operations. The recent revisions to auditing law have resulted in the need for auditors to audit these systems and present their findings to the board of directors.

Revision of Joint Stock Company and Accounting Legislation
Switzerland | 10 August 2009

In light of the global financial crisis, the federal government has extended the revision of the law on corporations and new accounting legislation that will create standardized rules for all company forms in Switzerland. It has also issued an additional opinion as a counter-proposal to a popular initiative submitted in 2008.

Compensation upon Termination of Distributorship Agreements
Switzerland | 08 June 2009

In a recent landmark ruling the Supreme Court deviated from its previous practice to hold that, in certain circumstances, exclusive distributors have a claim for mandatory compensation upon termination of the distributorship agreement. The court further held that the distributor's claim for client compensation is mandatory and cannot be waived in the distributorship agreement.

Delegation of Management by Board of Directors
Switzerland | 05 January 2009

In two recent decisions the Supreme Court took the opportunity to lay down the minimum standards for an authorized delegation of management competency from the board of directors to individual board members or a third person. Board members in Switzerland may now want to take appropriate steps to ensure that they have correctly delegated the management of their company.

New Requirements for Auditor Independence
Switzerland | 22 September 2008

The revised auditing legislation which entered into force on January 1 2008 implemented new requirements for the independence of auditors. The primary principle for both ordinary and limited audits is that independence may not be affected either in fact or in appearance.

Summary of Revised Auditing Law
Switzerland | 10 March 2008

The revised auditing legislation has entered into force, which comprises changes to the Code of Obligations and the entry into force of the new Audit Supervision Act. The amendments establish uniform requirements for all legal entities and provide for an overall auditing law which no longer differentiates between the legal form of entities, but rather focuses on the economic importance of the company.

Re-entry of Companies into the Commercial Register
Switzerland | 15 October 2007

The Supreme Court has previously outlined the requirements subject to which a company deleted from the Commercial Register can be reregistered. In most cases a creditor requests re-entry, and it must show credibly the existence of its claim and that it has interests in the reregistration of the company worthy of protection. A recent case considers the existence of these interests.

Scope of Release of the Board of Directors Clarified
Switzerland | 23 July 2007

A release from the general shareholders' meeting shelters the board members from liability claims by the company arising from the intentional or negligent violation of their duties. Recently the Supreme Court dealt with a case involving the release of three members of a board of directors. The court defined the scope of application and the effects of a release granted to the board members.

Regime Governing Swiss Corporations Is Revamped
Switzerland | 14 May 2007

New legislative amendments are intended to adapt the Swiss corporation to reflect current business needs and afford greater flexibility in relation to the organization and incorporation of such companies. The changes are the first step in an initiative to revamp Swiss corporate law to accommodate the needs of modern businesses and to take account of issues that have emerged over the past decades.

Supreme Court Case Law Update
Switzerland | 26 February 2007

According to the Swiss Code of Obligations, at the general meeting of shareholders any shareholder is entitled to request information from the board of directors concerning the affairs of the company, and from the auditors concerning the execution and results of their examination. The Supreme Court recently stated more precisely the scope and limitations of this right.

Scope of Agency Between the Partners of a Simple Partnership
Switzerland | 13 March 2006

The Supreme Court recently decided a case which involved the question of whether a partner in a partnership had acted within or beyond the ordinary scope of the partnership's business and whether the partner's actions had been binding for the partnership. The court held that the type and magnitude of a legal transaction must be considered when deciding whether a legal transaction is ordinary.

Supreme Court Confirms Required Qualifications for Auditors
Switzerland | 06 March 2006

Under Swiss law, every corporation must appoint an auditor to audit its annual financial statement, and auditors must be qualified in order to fulfil their duties. A recent Supreme Court decision provides guidance on auditors' qualifications. More detailed independence rules in the pipeline contain an explicit list of circumstances which prohibit audit firms and auditors from auditing certain clients.