Managing a cross-border transition

CASE STUDY

Managing a cross-border transition: from active Geneva operation to dormant entity in good order

Situation

An Asian international group operating a private wealth team in Geneva was acquired by a US group through its Asian subsidiary. Following the acquisition, the decision was taken to relocate the operation from Geneva to Zurich. The Geneva staff — a team of five — either transferred to Zurich or departed, and the group subsequently decided to place the Zurich entity into a dormant state, maintained in good order against the possibility of future reactivation. The transition had to be managed carefully: two cantons, two languages, a remote Asia-based headquarters unfamiliar with Swiss employment and corporate law, and local auditors who needed to be coordinated without the benefit of available staff on the ground.

Approach

Dryden ICS managed the full scope of the transition over a two-year period. On the employment side, we assisted the Asia headquarters with termination documentation for staff in both Geneva and Zurich, coordinating with the relevant cantonal authorities and ensuring all source tax and social security obligations were correctly discharged. French and German language documents were translated, explained and their legal consequences communicated clearly to the Asia team — for whom Swiss employment law was entirely unfamiliar territory.
Corporate administration was maintained throughout. We liaised directly with the local auditors in the absence of available internal staff, ensuring the statutory audit process continued without disruption to the group. A routine AVS social security audit arose during the transition period and was managed entirely by Dryden in French, resulting in a clean outcome.
Tax filings and all communications with the cantonal authorities were handled in French and German as required. On completion of the Geneva wind-down, the entity was transferred to Zurich in good standing.

Outcome

A complex two-year transition — spanning two cantons, two languages, an acquisition, a staff reduction, a relocation and a routine regulatory audit — was completed without material issue. The Geneva entity was transferred to Zurich in good order, correctly registered and in full compliance. The Asia headquarters was kept informed and in control throughout, in English, without needing to develop any direct working knowledge of Swiss French or German-language regulatory requirements.

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