Notary's Office
We perform public certifications for our clients for various legal transactions and notarise signatures, data and documents both in national and international contexts on the territory of the Canton of St.Gallen. At the same time, we offer our clients a comprehensive package of services ranging from consulting to the structuring of legal transactions, the formulation and drafting of required documents all the way to legal certification and/or notarisation. Even after completing public certification, we are available to provide our clients with advice and support at all times.
Certifications
We certify for you:
- All certifications in matters related to the Commercial Register
- Formation of companies (PLC/AG, Ltd/GmbH, etc.)
- Amendments to the articles of association
- Capital increases
- Capital reductions
- Mergers
- Divestitures
- Assignment of company shares
- Prenuptial agreements
- Last will and testament documents
- Testamentary contracts
- Inheritance renunciation agreements
- Public last will and testament documents
- Establishment of foundations
- Surety obligations
- Declarations of intent, ascertainment, affidavits etc
Notarisation
We notarize for you:
- Authentication of signatures
- Authentication of copies or transcripts
- Authentication of calendar data
- Authentication of translations
- Authentication of other documents
Patient decree and advance care directive
The patient decree and the advance care directive are ruled by the Civil Code in the law on protection of adults. They allow to define orders for the case that loss of capacity of judgement occurs. Be it by an accident, by disease or by senile decay.
On the one hand, a judicious person can define in a patient decree, to which medical measures he agrees or not. He can designate a natural person who discusses in case of loss of capacity of judgement with the attending doctor the medical provisions. The patient decree facilitates relatives as well as doctors to decide in difficult moments.
Concerning the advance care directive, a judicious person can instruct a natural person or a corporate body to resume in case of loss of capacity of judgement the personal custody or the statutory duty of care of a minor’s property or to represent him in legal matters. In doing so, he must describe the duties which he will transfer to the assigned person and can issue directives for the accomplishment of the duties. The advance care directive strengthens the right of self-determination, because who looks ahead, can assure that his intention will be respected.
An advance care directive is either hand-written and signed or publicly certified. Our notaries will gladly provide advice on establishing an advance care directive and will carry out public notarizations where requested.
Depositing wills, inheritance contracts and advance care directives
Wills and inheritance contracts may be kept either by the respective person, handed over to a third party for safekeeping (e.g. a notary) or deposited with an official authority. If requested, we will organise the depositing of the will or inheritance contract with a competent authority.
Unfortunately, it is not possible to officially deposit advance care directives. However, we will ensure that the authorities are bindingly informed about the existence and depository of the advance care directive.
Organisation of apostilles and legalisations
We are happy to provide the service of obtaining apostilles and legalizations (authentications) in cooperation with the State Chancellery of the Canton of St.Gallen and with the respective foreign embassy or consulate. By means of an apostille, documents that were publicly certified in Switzerland also become recognised abroad. As part of our apostille service, we provide prompt obtainment of apostilles for your original documents and, according to your instructions, send these by post or courier service to an address in Switzerland or abroad.
Your Experts
Focus
In the context of a mandate, the mandatee is required to perform the business entrusted to him in a diligent and faithful manner (Art. 398 para. 2 of the Swiss Code of Obligations, CO). The extent to which a mandatee may or must refuse to perform a mandate where there are grounds to suspect that the mandator is subject to sanctions was recently considered by the Swiss Federal Tribunal.
With the Federal Act on Sustainable Corporate Governance (NUFG), the Federal Council is departing from the practice of amending the Swiss Code of Obligations (CO) on a piecemeal basis. What is today set out in individual sections of accounting law will form the core of a separate act that goes considerably further, providing for liability for damage caused abroad, supervision backed by the power to impose sanctions and a special set of procedural rules. According to the Federal Council’s estimate, some 30 large companies would be subject to the extended due diligence duties – the number affected is considerably higher.
Shortly before a company collapses, its finances are reviewed one last time and funds are distributed. It is not uncommon for the remaining funds to be channelled not equally amongst all those who stand to benefit, but rather in a targeted manner – for example, to favoured suppliers, to the bank for which the managing director has provided a personal guarantee, or to a related company. The remaining creditors are often left with a certificate of loss. Swiss law addresses this behaviour on two levels simultaneously: under criminal law through the offence of undue preference to creditors in Article 167 of the Swiss Criminal Code (SCC), and under enforcement law through the avoidance action under Article 285 et seq. of the Swiss Debt Enforcement and Bankruptcy Act (DEBA), known as the ‘Pauliana’. The following article focuses on the criminal law aspect.