LEXR

🎄✨ Silent Night, Festive Night… at LEXR ✨🎄 Last week, we gathered at our Zurich office for a cozy Christmas dinner with raclette and a Secret Santa exchange—a simple and festive way to start the holiday festivities. A big thank you to our amazing team for your hard work, energy, and positivity this year! As we head into the holidays, we wish our team, clients, partners, and friends a joyful season filled with relaxation, celebration, and quality time with loved ones. Happy Holidays from all of us at LEXR! 🎉

Traditional banking slowing you down? Close deals faster with stablecoins 🚀 Timing is everything in high-value transactions. Delays from traditional banking systems create unnecessary friction and uncertainty, but there’s a faster, more secure way forward. In our latest blog, Maximilian K. shares how stablecoins and escrow services are transforming transactions, making them faster, cost-efficient, and secure—perfect for M&A, milestone-based payments, and beyond. 🔑 What’s inside:  ▪️ How escrow agents reduce risks and build trust.  ▪️ Why stablecoins simplify cross-border payments.  ▪️ A step-by-step guide to using stablecoins and escrow for your deals.  ▪️ How to benefit from stablecoin escrow without handling them yourself. Ready to revolutionize your transactions? 👉 Read the full blog here: https://lnkd.in/eh6surAc 

As a tech company, is it best to 'move fast and break things' or to follow the '10'000% compliance principle'?  💥 Regulations can be a double-edged sword for startups. In highly regulated industries like fintech, medtech, and the public sector, non-compliance can be fatal. Even seemingly simple rules can have significant financial consequences if not addressed properly. How should startups approach regulatory risk? There's no one-size-fits-all answer. 1️⃣ Understand your regulations. Know the rules that apply to your business. While some regulations, like data protection, are universal, many are sector-specific. This requires thorough due diligence, conversations with experienced founders, and early consultation with legal experts. 2️⃣ Define your strategy. Some companies adopt a 'move fast and break things' mentality, while others prioritize strict compliance and aspire to be 100% compliant in 100% of the cases. The right approach depends on your specific circumstances, risk tolerance, and the potential consequences of non-compliance. Established companies often play it safe, while startups might take calculated risks to gain market share.  However, regardless of your approach, always strive to do the right thing and adhere to the spirit of the law. Cutting corners or exploiting loopholes rarely leads to long-term success. And you, how do you balance innovation and compliance in your sector? Got questions or need advice? Check out our FREE guide here (https://shorturl.at/Oyd3n) and feel free to reach out to me via DM. 📩     We will be back with #FridayForFounders on 10.01.2025. Enjoy the holidays and stay tuned! 🎄 #FridayForFounders 

🌟 Welcome to the team, Leo Jedwab! 🌟 We’re happy to welcome Leo to our M&A team! As a Senior Associate, Leo helps founders, startups, companies, and investors with corporate matters, M&A deals, and financing. His knowledge and experience will be a big support for our clients and team. We’re excited to have you with us, Leo! 🚀 

⚠️ Swiss Startups: Don’t let the 10/20 rule make your CLA a tax trap! 🚨 If you’re raising funds through Convertible Loan Agreements (CLAs), you must know about the 10/20 rule. Why? Because it could trigger a 35% federal withholding tax on your interest—leaving a serious dent in your finances. What is the 10/20 rule?  This tax rule kicks in if you raise over CHF 500,000 through CLAs and meet one of these conditions:  🔸 10+ Investors with identical terms: You have agreements with 10+ non-banks or institutional investors with the same commercial terms.  🔸 20+ Investors with any terms: You have agreements with 20+ non-banks or institutional investors, regardless of the terms. Example: 💵 Imagine Startup X raises CHF 1'000'000 with 15 identical CLAs at 5% interest. After one year, the total loan grows to CHF 1'050'000. Because they crossed both the 10-investor threshold and the CHF 500'000 limit, the CHF 50'000 interest is subject to a 35% withholding tax. That’s a huge hit to their bottom line! How to avoid the tax trap:  If you plan to raise more than CHF 500,000, follow these best practices:  ▪️Mix it up: Avoid issuing more than 10 CLAs with identical terms. For instance, vary the interest rate significantly—some at 5%, others at 1%.  ▪️Keep it lean: Limit the total number of CLA investors to 20 or fewer to avoid crossing the 20-investor rule. Want to dive deeper? Check out our FREE guide here (https://shorturl.at/Oyd3n) for more details or send me a DM.📩 Next week in Episode 22, We’ll look into how to approach sector-specific regulations.     Stay tuned and see you next week! #FridayForFounders

🚀 Taking Bitcoin Further in Europe – Together with Relai 🇨🇭 🌍💡   At LEXR, we love supporting bold founders with big visions—and that’s exactly what Relai is all about. Their $12M Series A marks an exciting step in making Bitcoin accessible to even more people across Europe.  🎉   As their legal partner, we’re proud to have helped navigate the complexities of this milestone financing round. With innovative companies like Relai leading the charge, the future of finance is being rewritten—one Bitcoin at a time. Big congratulations to Julian and team as well as ego death capital (Andi and team)!  👉 More on their journey in the  CoinDesk article: https://lnkd.in/gTff37hm #Bitcoin #Fintech #CryptoInnovation #SeriesA Elie Bourdilloud Yannick Bucher Louise Morand

📢 Big News: LEXR is now simplifying your US expansion! Taking your business to the United States can be complex—but it doesn’t have to be. Meet the LEXR US Desk, your one-stop solution for seamless US expansion. Here’s how we make it simple:  🔹 We guide you through every step: From setting up your company to staying compliant, we’ve got you covered.  🔹 We know tech and innovation: With years of experience in tech, fintech, and digital industries, we simplify even the trickiest challenges.  🔹 We bridge two worlds: With expertise in both European and US laws, we help you expand confidently.  🔹 We’re clear on costs: Transparent, flat fees mean no surprises for you. Our US Desk is led by Armin Kaiser, a seasoned attorney with over 8 years of experience in New York. Armin supports clients with everything from setting up US operations to managing day-to-day legal details such as employment law and compliance. Ready to take your business to the next level? Learn more about our US Desk here 👉 https://lnkd.in/eJw6RTfZ 

Staying in a bad marriage "for the kids" won’t fix the relationship – so why keep an unproductive employee "for the ongoing projects"? It won’t help your startup grow. Sometimes, the healthiest move is to part ways; even if it's tough. Let’s explore how to handle this the right way. Do I need reasons to terminate? Swiss employment law is quite liberal, and you can generally terminate an employment agreement without providing reasons, as long as you respect the notice periods. However, employees have the right to request your reasoning, so it’s important to have a clear and honest explanation prepared. Common reasons include performance issues or restructuring. Be mindful of potential legal risks: ⚠️ Terminations based on age, gender, or valid claims against the company (e.g., requesting safe working conditions) are likely to be seen as abusive and could result in up to six months' salary as compensation. ⚠️ Employees might be protected from termination. This is notably the case when the employee is sick, pregnant, or in the military. What are my options? ➡️ Ordinary termination: This follows the notice periods in the contract. If none are specified, the statutory notice periods (between 1 and 3 months, depending on the year of service of the employee). My tip: Limit notice periods to one month in all cases and allow termination at any time, not just at month-end. ➡️ Termination for cause: This is for serious misconduct like theft, harassment, or disclosing company secrets only. Act fast: An extraordinary termination must happen shortly after the event, within 2-3 working days after discovering the issue. How to terminate? It’s a difficult conversation, but professionalism and clarity are your best tools. Here’s how to approach it: 1. Deliver your termination letter in person (with a witness) or via registered mail to ensure reception proof. 2. Clearly state the end date and guide the employee to HR for next steps like insurance and formalities. Got questions or need advice? Check out our FREE guide here (https://shorturl.at/Oyd3n) and feel free to reach out to me via DM. 📩 Have you ever faced tough decisions like this in your business? Let’s learn from each other—share your experience below 👇 Next week in Episode 21: We’ll learn about the 10/20 rule which is key when using CLA as a financing tool.   Stay tuned and see you next week! #FridayForFounders

Welcome back, Klara Sophie Weismann! 🎉 After taking a break to prepare for her written bar exam, Klara is back with our Startup Financing & VC team for the next few months. She’ll be supporting founders and investors with everything from incorporation to financing rounds and exit transactions.    We couldn’t be happier to have her expertise and positive energy back at LEXR. Great to have you with us again, Klara! 🌟 

FRIDAY FOR FOUNDERS – LIABILITY Hello Founders! 👋 Welcome back to Friday for Founders! Today, we’re looking into the limitation of liability. Such a clause defines the extent to which a party is responsible for damages caused to another party, such as through a contract breach. These clauses can help protect your business from significant financial risk. Why limit your liability? ➡️ Without a limitation of liability, a single major incident could seriously harm or even bankrupt your company. ➡️ A limitation ensures your exposure is manageable and within commercially acceptable boundaries. ➡️ However, overly restrictive clauses might scare off potential customers — balancing protection with negotiation flexibility is key. ⚠️ Your liability clause must always explicitly state that the liability remains unlimited for willful or grossly negligent breach of the agreement or the law and for bodily harm. If this is not explicitly mentioned, there's a significant risk that a court would rule that the whole liability clause is not valid, leaving you fully liable for all damages. How to structure a liability clause? 1️⃣ Mandatory liability: Liability cannot be excluded for intentional or grossly negligent breaches and bodily harm. 2️⃣ Capped liability: Limit liability to a fixed amount (e.g., CHF 100'000) or to the total amount due by the customer in the 12 months before the liability event. 3️⃣ Excluded liability: Exclude liability for all other damages, including indirect or consequential damages (e.g., loss of profits, reputational harm). Got questions or need advice? Check out our free guide here (https://shorturl.at/Oyd3n) and feel free to reach out to me via DM. 📩 Next week in Episode 20: We’ll dive into how to terminate an employment agreement.   Stay tuned and see you next week! #FridayForFounders