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Everything You Need to Know
Prestaflex – Your Partner for Secure Transactions
To know
The right of first refusal is a key concept to understand for any real estate transaction, business transfer, or asset succession in Switzerland.
If mishandled, it can block or invalidate a sale. When anticipated correctly, it can become a strategic advantage.
At Prestaflex, we help our clients understand, secure, and strategically leverage this complex mechanism.
What is the Right of First Refusal?
The right of first refusal grants a person (or entity) the priority to purchase a property when the owner decides to sell.
This right may be imposed by law or agreed contractually between the parties.
In practice, the beneficiary of the right can replace a third-party buyer, purchasing the asset under the same conditions.
Where Does the Right of First Refusal Apply in Switzerland?
The right of first refusal applies in many areas:
1. Real Estate
- Agricultural land (under the Federal Act on Rural Land Law – LDFR)
- Properties in protected zones
- Family-owned properties (inheritance, joint ownership)
2. Businesses
- Sale of company shares (Sàrl) or corporate stocks (SA)
- Sale of business assets
- Family business succession
3. Inheritance Law
- Heirs wishing to preserve a family asset
- Co-owners seeking to maintain the integrity of jointly-owned property
What Types of Right of First Refusal Exist?
📜 Legal Right of First Refusal
Imposed by law to protect collective interests:
- Municipalities on agricultural or forest land
- Co-owners on undivided property shares
- Heirs in an inheritance process
🤝 Contractual Right of First Refusal
Resulting from agreements between parties, often stipulated in:
- Shareholders' agreements
- Company bylaws
- Sales contracts for real estate or businesses
How Does the Right of First Refusal Work?
- Official notification must be sent by the seller to the beneficiary (including all terms and conditions of the sale).
- Exercise period:
Typically 30 days for real estate (may vary by canton or agreement). - Exercise of the right:
The beneficiary agrees to purchase under the pre-agreed terms. - Substitution:
The original buyer is replaced by the beneficiary. - Waiver:
If the beneficiary does not respond within the deadline, the sale to the third-party buyer can proceed.
⚠️ Important: Any sale completed without respecting a valid right of first refusal can be judicially annulled!
Cantonal Specificities
Each Swiss canton may have its own specific rules regarding:
- The existence of a public right of first refusal (e.g., to preserve affordable housing)
- Notification and exercise procedures
- Applicable deadlines
Prestaflex advises you on securing your transaction according to the applicable law in your canton (Vaud, Geneva, Valais, etc.).
Why Is Proper Management of the Right of First Refusal Crucial?
- To secure your transactions: avoid disputes and the nullity of a sale.
- To optimize your buying or selling strategy.
- To save time: anticipate responses and integrate the process during negotiations.
- To protect your financial interests: especially in real estate investments and company acquisitions.
How Prestaflex Can Support You
Prestaflex, specialist in financing and acquisitions in Switzerland, offers you:
✅ Pre-transaction legal audit to identify preemption risks
✅ Personalized advice on your rights and obligations
✅ Negotiation and securing of sales contracts and shareholder agreements
✅ Full management of the notification and exercise procedure
✅ Rapid financing support to allow you to exercise your right without delay
Whether you are a seller or a buyer, we help you turn a legal constraint into a strategic advantage.
Frequently Asked Questions about the Right of First Refusal
➔ Can I bypass a right of first refusal?
No. If the right is stipulated by law or contract, it must be respected. Failure to comply can lead to the cancellation of the sale.
➔ How can I find out if there is a right of first refusal on a property?
A thorough legal and property analysis is essential. Prestaflex can carry out this verification for you.
➔ Does the beneficiary have to pay the same price as the initial buyer?
Yes. The principle is that the beneficiary must purchase under the exact same conditions.
➔ What can I do if I want to sell quickly despite a right of first refusal?
Prestaflex can advise you on the best strategy to accelerate the process while fully complying with legal obligations.
Need Advice on the Right of First Refusal?
🔹 Contact Prestaflex today:
Our team of experts is ready to support you through every step to ensure a smooth and secure transaction.
📞 Call us for a free consultation
💻 Request your quote online in just a few clicks
Prestaflex – Your trusted partner for your real estate and business projects in Switzerland.
An article presented by Munur Aslan, Managing Director of Prestaflex.
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Everything You Need to Know
Prestaflex – Your Partner for Secure Transactions
To know
The right of first refusal is a key concept to understand for any real estate transaction, business transfer, or asset succession in Switzerland.
If mishandled, it can block or invalidate a sale. When anticipated correctly, it can become a strategic advantage.
At Prestaflex, we help our clients understand, secure, and strategically leverage this complex mechanism.
What is the Right of First Refusal?
The right of first refusal grants a person (or entity) the priority to purchase a property when the owner decides to sell.
This right may be imposed by law or agreed contractually between the parties.
In practice, the beneficiary of the right can replace a third-party buyer, purchasing the asset under the same conditions.
Where Does the Right of First Refusal Apply in Switzerland?
The right of first refusal applies in many areas:
1. Real Estate
- Agricultural land (under the Federal Act on Rural Land Law – LDFR)
- Properties in protected zones
- Family-owned properties (inheritance, joint ownership)
2. Businesses
- Sale of company shares (Sàrl) or corporate stocks (SA)
- Sale of business assets
- Family business succession
3. Inheritance Law
- Heirs wishing to preserve a family asset
- Co-owners seeking to maintain the integrity of jointly-owned property
What Types of Right of First Refusal Exist?
📜 Legal Right of First Refusal
Imposed by law to protect collective interests:
- Municipalities on agricultural or forest land
- Co-owners on undivided property shares
- Heirs in an inheritance process
🤝 Contractual Right of First Refusal
Resulting from agreements between parties, often stipulated in:
- Shareholders’ agreements
- Company bylaws
- Sales contracts for real estate or businesses
How Does the Right of First Refusal Work?
- Official notification must be sent by the seller to the beneficiary (including all terms and conditions of the sale).
- Exercise period:
Typically 30 days for real estate (may vary by canton or agreement). - Exercise of the right:
The beneficiary agrees to purchase under the pre-agreed terms. - Substitution:
The original buyer is replaced by the beneficiary. - Waiver:
If the beneficiary does not respond within the deadline, the sale to the third-party buyer can proceed.
⚠️ Important: Any sale completed without respecting a valid right of first refusal can be judicially annulled!
Cantonal Specificities
Each Swiss canton may have its own specific rules regarding:
- The existence of a public right of first refusal (e.g., to preserve affordable housing)
- Notification and exercise procedures
- Applicable deadlines
Prestaflex advises you on securing your transaction according to the applicable law in your canton (Vaud, Geneva, Valais, etc.).
Why Is Proper Management of the Right of First Refusal Crucial?
- To secure your transactions: avoid disputes and the nullity of a sale.
- To optimize your buying or selling strategy.
- To save time: anticipate responses and integrate the process during negotiations.
- To protect your financial interests: especially in real estate investments and company acquisitions.
How Prestaflex Can Support You
Prestaflex, specialist in financing and acquisitions in Switzerland, offers you:
✅ Pre-transaction legal audit to identify preemption risks
✅ Personalized advice on your rights and obligations
✅ Negotiation and securing of sales contracts and shareholder agreements
✅ Full management of the notification and exercise procedure
✅ Rapid financing support to allow you to exercise your right without delay
Whether you are a seller or a buyer, we help you turn a legal constraint into a strategic advantage.
Frequently Asked Questions about the Right of First Refusal
➔ Can I bypass a right of first refusal?
No. If the right is stipulated by law or contract, it must be respected. Failure to comply can lead to the cancellation of the sale.
➔ How can I find out if there is a right of first refusal on a property?
A thorough legal and property analysis is essential. Prestaflex can carry out this verification for you.
➔ Does the beneficiary have to pay the same price as the initial buyer?
Yes. The principle is that the beneficiary must purchase under the exact same conditions.
➔ What can I do if I want to sell quickly despite a right of first refusal?
Prestaflex can advise you on the best strategy to accelerate the process while fully complying with legal obligations.
Need Advice on the Right of First Refusal?
🔹 Contact Prestaflex today:
Our team of experts is ready to support you through every step to ensure a smooth and secure transaction.
📞 Call us for a free consultation
💻 Request your quote online in just a few clicks
Prestaflex – Your trusted partner for your real estate and business projects in Switzerland.
An article presented by Munur Aslan, Managing Director of Prestaflex.
Lombard Loan in Switzerland