Mergers & Acquisitions · Switzerland
Find your mergers and acquisitions lawyer in Switzerland
Buying or selling a company with a Swiss footprint raises contract, company and enforcement questions that do not follow the same rules as the rest of Europe. Tell us about your deal and we match you with a mergers and acquisitions lawyer in Switzerland who works in the right canton, language and sector. Matching is free and you decide whether to instruct.
- Share deals, asset deals and mergers
- Due diligence, negotiation and completion support
- Swiss–EU cross-border structuring
Free matching · No obligation · Typical first response 24–48h
Get matched with a lawyer
Tell us about your situation and receive a free, confidential case review.
The Swiss framework
Mergers and acquisitions law in Switzerland, explained
If you are buying, selling or merging a company with a Swiss footprint, you need a mergers and acquisitions lawyer in Switzerland who understands both the transaction and the local framework it sits in. Switzerland is a civil-law jurisdiction: commercial and company law are codified in the Code of Obligations, and the same federal rules are applied through 26 cantonal court systems. Because Switzerland is not an EU member, cross-border deals and disputes follow the Lugano Convention rather than the Brussels I regime, and a lawyer admitted in one canton may represent parties throughout the country. Tell us about your matter and we match you with a specialist. The first step costs nothing and carries no obligation.
Switzerland in practice
How M&A work is actually handled in Switzerland
Swiss company and commercial law is federal and codified, but the courts that apply it are cantonal. For a transaction this means one set of substantive rules, up to twenty-six procedural settings, and a cross-border layer governed by the Lugano Convention because Switzerland is not an EU member. The notes below set out the points that most often shape a Swiss deal.
One federal law, twenty-six cantonal court systems
Company and commercial law are unified at federal level and codified in the Code of Obligations, whose fifth book covers companies and commercial matters. The courts, however, remain largely a cantonal matter: the same substantive rules are applied through 26 cantonal court systems with their own organisation and procedure. For a transaction, that decides where a dispute would actually be heard.
Cross-border deals and the Lugano Convention
Switzerland is not a member of the European Union. Its relations with the EU rest on a network of sectoral bilateral agreements, and for civil and commercial litigation it is a party to the Lugano Convention of 2007, which aligns jurisdiction and the recognition and enforcement of judgments with the Brussels I regime. This shapes how Swiss–EU contracts should allocate jurisdiction.
Who may act as your lawyer
A lawyer must hold a cantonal practising certificate and be entered on that canton’s roll under the Federal Act on the Free Movement of Lawyers. Admission requires a Swiss law degree or recognised equivalent, at least one year of practical experience in Switzerland and the necessary professional capability. A single admission is recognised nationwide, so your lawyer may represent you throughout Switzerland; the FSA/SAV is the national umbrella body.
Language of the proceedings
Switzerland has four national languages — German, French, Italian and Romansh — and German, French and Italian are official languages of the Confederation. Each canton determines its own official language, so proceedings are conducted in German, French or Italian depending on the canton. In a multi-region transaction, drafting, disclosure and hearings may fall under different linguistic regimes.
Costs, and who bears them
Court fees in cantonal civil proceedings follow cantonal tariff schedules; there is no single federal tariff for ordinary civil cases, and the amount is generally proportional to the value in dispute. The claimant usually pays an advance on court costs, and the unsuccessful party bears the costs of the proceedings. The court fixes party compensation according to the cantonal tariff.
Succession and family-business angles
Switzerland levies no inheritance or gift tax at federal level; inheritance taxation is cantonal and partly communal, with the surviving spouse or registered partner exempt in all cantons and most cantons also exempting direct descendants. Rates for other heirs vary widely, so the burden depends on the deceased’s canton of residence — a key point when shares in a family company change hands.
Key time limits — Commercial & Corporate Law
| Matter | Time limit | Note |
|---|---|---|
| General contractual claims (debt recovery) | 10 years | The ordinary limitation period for contractual claims, relevant to warranty and indemnity claims raised after completion. |
| Tort / non-contractual damages claims | 3 years (relative) / 10 years (absolute) | The relative period runs from knowledge of the damage and the liable party; the absolute period runs regardless. |
All country-specific information on this page is drawn from official Swiss sources — Fedlex (Swiss federal law), the Federal Office of Justice, the Swiss Bar Association (SAV/FSA) and ch.ch — consulted in 2024.
- Swiss Code of Obligations (limitation periods, company and commercial law)
- Federal Act on the Free Movement of Lawyers (BGFA)
- Swiss Civil Procedure Code (costs, party compensation)
- Swiss Civil Code (succession, matrimonial property)
- Federal Constitution and the Swiss court system
- Lugano Convention 2007 — Federal Office of Justice
- Inheritance tax in Switzerland — ch.ch
- Swiss Bar Association (SAV/FSA)
Common problems
What makes a Swiss transaction different
Most cross-border buyers underestimate how much of a Swiss deal is decided by procedure, language and where a dispute would eventually be heard.
Deals that cross the Swiss–EU line
Switzerland is not an EU member, so jurisdiction, recognition and enforcement follow the Lugano Convention instead of the Brussels I regime. A lawyer who works with this framework can flag the issues before they end up in the contract.
One federal law, twenty-six cantonal courts
Company and commercial law are unified at federal level, but the courts, their organisation and the rules on fees remain cantonal. Where a dispute is heard shapes cost and timing, so local knowledge matters.
Documents across several language regions
German, French and Italian are official languages of the Confederation, and each canton sets its own. Proceedings and filings run in the canton’s language, so a transaction touching several regions may need more than one linguistic capability.
Why use the service
What we bring to your search
We do not advise you and we do not sell legal opinions. We narrow a fragmented market down to the lawyers who genuinely fit your deal.
Specialists, not generalists
We match you with lawyers whose practice is built around transactions — share purchases, asset deals, mergers and the disputes that follow. You describe the matter once and we route it to the right specialist.
Nationwide admission
Under the Federal Act on the Free Movement of Lawyers, a lawyer admitted in one canton may represent parties before judicial authorities throughout Switzerland, so you are not limited to the bar of a single canton.
A clear cost picture
Court fees follow cantonal tariff schedules and the unsuccessful party normally bears the costs of the proceedings, while party compensation is fixed by the court. Your lawyer explains how this works in the relevant canton.
Cross-border experience
Switzerland’s relations with the EU rest on sectoral bilateral agreements and the Lugano Convention. Lawyers who work with these instruments help you draft jurisdiction clauses and plan enforcement for Swiss–European transactions.
Cross-border
Transactions we cover across Europe
Swiss deals rarely stay inside Switzerland. We also take instructions involving parties, targets or assets in the following markets, and match you with a lawyer who has handled work on both sides of the border.
Questions
Mergers and acquisitions in Switzerland: frequently asked questions
Do I need a mergers and acquisitions lawyer in Switzerland if the contract is signed abroad?
It depends on where the target, the assets and any dispute sit. Swiss company and commercial law is codified at federal level and applied by cantonal courts, and enforcement towards Switzerland follows the Lugano Convention. A Swiss-qualified lawyer checks whether local filings, representation or enforcement steps are required.
Can a lawyer admitted in one canton act for me across the whole country?
Yes. Under the Federal Act on the Free Movement of Lawyers, a lawyer entered on a cantonal roll may practise and represent parties before judicial authorities throughout Switzerland. The cantonal supervisory authorities oversee their members, and the FSA/SAV is the national umbrella body, so you are not tied to one canton’s bar.
In which language will a Swiss commercial dispute be conducted?
Proceedings are conducted in German, French or Italian depending on the canton, because each canton determines its own official language. Switzerland’s national languages are German, French, Italian and Romansh. When instructing a lawyer, check that they work in the language of the competent court and can handle your documents in it.
How do Swiss court costs work in a commercial dispute?
Court costs in cantonal civil proceedings follow cantonal tariff schedules, and there is no single federal tariff for ordinary civil cases. The claimant usually pays an advance on court costs, the unsuccessful party normally bears the costs of the proceedings, and the court fixes party compensation according to the cantonal tariff.
Must I be represented by a lawyer in Swiss civil proceedings?
Not in general. In civil procedure a party may appear in person or instruct any person capable of acting as a representative. The position changes before the Federal Supreme Court, where parties in civil matters must be represented by an admitted lawyer. For a transaction, whether you instruct a specialist is your decision.
Does Switzerland tax shares in a family company when they are inherited?
There is no federal inheritance or gift tax. Inheritance taxation is a cantonal and partly communal matter: the surviving spouse or registered partner is exempt in all cantons, and most cantons also exempt direct descendants, while rates for other heirs vary significantly. The canton of the deceased’s residence therefore determines the burden.
Next step
Tell us about your transaction
Describe your merger, acquisition or share deal in a few lines — the target, the countries involved and what you need. We match you with a mergers and acquisitions lawyer in Switzerland who fits the jurisdiction, language and sector. Matching is free and you decide whether to instruct.