Liquidating Trust Agreement Template for Switzerland

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Key Requirements PROMPT example:

Liquidating Trust Agreement

"I need a Liquidating Trust Agreement under Swiss law for winding down a technology company by March 2025, with specific provisions for handling intellectual property assets and employee claims, where the primary beneficiaries will be a group of venture capital investors."

Document background
The Liquidating Trust Agreement serves as a crucial instrument in Swiss business and financial practices, particularly in scenarios involving corporate restructuring, bankruptcy proceedings, or planned business wind-downs. This document becomes essential when there's a need to separate the liquidation process from ongoing business operations or to establish an efficient mechanism for asset disposition and distribution. Under Swiss law, which doesn't recognize common law trusts but instead relies on fiduciary relationships, the agreement must be carefully structured to achieve its objectives while complying with local legal requirements. The document typically includes detailed provisions for asset transfer, trustee powers, liquidation procedures, distribution mechanisms, and regulatory compliance measures. It's particularly relevant in cases where complex asset portfolios need to be liquidated over time, requiring professional management and oversight of the liquidation process.
Suggested Sections

1. Parties: Identification of the settlor(s), trustee(s), and primary beneficiaries

2. Background: Context of the trust creation, including the purpose of liquidation and any relevant corporate or bankruptcy proceedings

3. Definitions: Key terms used throughout the agreement, including specific Swiss legal terminology

4. Creation of Trust: Formal establishment of the liquidating trust and transfer of assets

5. Purpose and Duration: Specific objectives of the trust and its intended lifespan

6. Trust Assets: Detailed description of assets transferred to the trust for liquidation

7. Powers and Duties of Trustee: Comprehensive list of trustee authorities and responsibilities under Swiss law

8. Liquidation Procedures: Process for converting trust assets to cash or distributable form

9. Distribution Provisions: Rules and procedures for distributing proceeds to beneficiaries

10. Tax Provisions: Tax treatment and responsibilities related to the trust and distributions

11. Reporting Requirements: Trustee's obligations for financial reporting and beneficiary communications

12. Amendment and Termination: Conditions and procedures for modifying or concluding the trust

13. Governing Law and Jurisdiction: Specification of Swiss law application and dispute resolution procedures

Optional Sections

1. Successor Trustee Provisions: Procedures for appointing replacement trustees - include when multiple trustees are contemplated or for longer-term liquidations

2. Investment Guidelines: Parameters for managing unliquidated assets - include when immediate liquidation is not possible or advisable

3. Foreign Asset Provisions: Special procedures for handling non-Swiss assets - include when trust contains international assets

4. Creditor Claims Process: Procedures for handling creditor claims - include when trust is created as part of bankruptcy or insolvency

5. Environmental Provisions: Special procedures for environmentally sensitive assets - include when real estate or industrial assets are involved

6. Employee-Related Provisions: Handling of employee claims and obligations - include when trust involves business liquidation

7. Insurance Requirements: Specific insurance obligations - include when trust assets require ongoing insurance coverage

Suggested Schedules

1. Schedule A - Trust Assets: Detailed inventory and description of all assets transferred to the trust

2. Schedule B - Beneficiary Register: List of beneficiaries and their respective interests or claims

3. Schedule C - Liquidation Priority Schedule: Order and priority of asset liquidation and distribution

4. Schedule D - Trustee Compensation: Fee structure and payment terms for trustee services

5. Appendix 1 - Initial Valuation Report: Independent valuation of trust assets at formation

6. Appendix 2 - Form of Beneficiary Certificate: Template for documenting beneficiary interests

7. Appendix 3 - Distribution Procedures: Detailed procedures for calculating and making distributions

8. Appendix 4 - Tax Guidelines: Specific tax compliance procedures and requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Banking

Real Estate

Manufacturing

Retail

Technology

Healthcare

Energy

Construction

Professional Services

Investment Management

Insurance

Mining and Natural Resources

Telecommunications

Relevant Teams

Legal

Finance

Compliance

Risk Management

Corporate Secretariat

Tax

Treasury

Asset Management

Corporate Governance

Restructuring

Internal Audit

Relevant Roles

Chief Financial Officer

Corporate Lawyer

Insolvency Practitioner

Trust Administrator

Financial Controller

Liquidation Specialist

Compliance Officer

Risk Manager

Corporate Secretary

Tax Director

Asset Manager

Restructuring Officer

Legal Counsel

Finance Director

Board Member

Trustee

Bankruptcy Administrator

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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