Inter-Company Contribution Agreement (cash)
PricewaterhouseCoopers AG
This agreement is a standard Swiss-law governed agreement for intra-group contributions of capital (in cash) to a Swiss GmbH or AG, where the contribution is to be allocated to the recipient's legal reserves from capital contributions.
Author's Note
The Cash Contribution Agreement is a standard Swiss-law governed agreement for intra-group contributions of capital (in cash) to a Swiss limited liability company ( Gesellschaft mit beschränkter Haftung or GmbH) or corporation ( Aktiengesellschaft or AG), where the contribution is to be allocated to the recipient’s legal reserves from capital contributions. The Cash Contribution Agreement includes standard provisions reflecting the resolutions and corporate approvals required by the recipient in order to accept and allocate the capital contribution to its legal reserves, and the formalities required to execute and give effect to the contribution. It also includes standard mutual representations and warranties regarding the parties’ existence and authority to enter into the agreement. Terms which are configurable to the user’s needs include: The amount of the cash contribution; The ability to make cash contributions in instalments; and...
Read moreThe Cash Contribution Agreement is a standard Swiss-law governed agreement for intra-group contributions of capital (in cash) to a Swiss limited liability company (Gesellschaft mit beschränkter Haftung or GmbH) or corporation (Aktiengesellschaft or AG), where the contribution is to be allocated to the recipient’s legal reserves from capital contributions.
The Cash Contribution Agreement includes standard provisions reflecting the resolutions and corporate approvals required by the recipient in order to accept and allocate the capital contribution to its legal reserves, and the formalities required to execute and give effect to the contribution. It also includes standard mutual representations and warranties regarding the parties’ existence and authority to enter into the agreement.
Terms which are configurable to the user’s needs include:
- The amount of the cash contribution;
- The ability to make cash contributions in instalments; and
- Jurisdiction and arbitration.
Circumstances of Use
This document is intended for solely for intra-group financing purposes where the recipient company is incorporated in Switzerland.
Terms of Use
The purchase of this Product is subject to PartnerVine Terms.
You (the registered user through whose account the purchase is made) may:
- Access the document-generation interview for 90 days from date of purchase;
- Export and download an unlimited number of copies of the document(s) in Word or pdf format;
- Share and use the document copies in connection with the circumstances described in this Author’s Note and only for the ordinary business purposes of the group of companies to which you belong.
Other Comments
No warranty or representation is given or made as to the appropriateness or impact of the financing transactions envisaged by this document in the specific circumstances of any given group of companies. No legal or tax advice is provided and nothing in this template or the related user interview shall be deemed to constitute the provision of legal or tax advice in relation to any fact or matter. Where necessary, specialist legal and tax advice and input from group treasury and accounting functions should be sought prior to executing this agreement.
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Frequently asked questions
(1) Contributor and (2) Recipient
You may choose whether to list a registered office address, or a principal place of business. The latter may be appropriate where an entity has a registered office in one country but a taxable presence in another.
A public limited company (AG, Ltd) or a limited liability company (GmbH, LLC).
The cash contribution can be made: (1) entire amount at once or (2) in equal instalments.
Payment can take place on the (1) Effective Data or (2) on a specific date.
Date when the agreement enters into force.
Yes, in an inter-company contribution agreement, the parties may have more flexibility if email qualifies as writing (e.g. for the purposes of “written notice”). This must be specified in the agreement and may even allow termination. It is good practice to specify who is able to receive or send notices. Moreover, inserting a title is recommended, rather than an individual's name (e.g. "the Finance Director"), as roles and responsibilities change over time.
You may specify whether each party should bear their own costs arising from the negotiation, preparation, amendment, preservation and enforcement of the agreement, or whether one party should bear all the costs.
You may choose to resolve disputes in court or through arbitration.
This agreement is governed by Swiss law. If you do not specify the place of jurisdiction, any court which is competent under Swiss law will have jurisdiction to resolve a dispute.