Doctorial thesis - taconla LLC law firm

Dr Norbert Sennhauser has written his doctorial thesis in the area of lawyers' law and corporate law. The thesis title is as follows:

"Vom Anwalt zur Anwalts-Kapitalgesellschaft – mit besonderer Betrachtung der Anwalts-GmbH" ("From the lawyer to the lawyers’ capital company – with particular consideration of the lawyers’ LLC")

The subject and content of the thesis may be summarized as follows:

In Switzerland the lawyers' law, namely the Federal Act on the Freedom of Movement for Lawyers (Lawyers' Act), does not explicitly state whether lawyers are allowed to practice their profession in the legal form of a capital company such as the corporation (Aktiengesellschaft) or the limited liability company (Gesellschaft mit begrenzter Haftung). Beginning in 2006 with the leading cases of the cantons of Obwalden and of Zurich, several cantons have since accepted capital companies under certain conditions as legal form for practicing (namely officially registered) lawyers. The corporate structure, however, must ensure that all professional duties obliging lawyers are fully respected. Recently, in the autumn of 2012, the Swiss Federal Supreme Court ruled that capital companies for lawyers do basically comply with the Lawyers' Act. Subject to this judgment was a corporation held exclusively by lawyers. Whether or not the participation of other partners under specific circumstances could be allowed still remains subject to ruling by the Federal Supreme Court.

The doctorial thesis shows the legal development to the capital companies for lawyers in general, whereby the international context is considered as well. The thesis focuses on the limited liability company (LLC) – which has so far been wrongly neglected – by specifically taking also into account the possible participation of other partners. Based on a detailed analysis of the raised legal issues the author has elaborated a model of articles of association for a lawyers’ LLC. The model is provided as annex of the thesis.

The introduction of the doctorial thesis can be downloaded here: introduction.

The table of contents can be downloaded here: table of contents.

The doctorial thesis has been published by the Stämpfli Verlag AG in the series "Abhandlungen zum schweizerischen Recht" (ASR) in February 2013. The thesis can be ordered directly via the publisher’s webshop.