Smart Contracting & Investor Readiness cover

in Business Administration

Smart Contracting & Investor Readiness

Stephan Hofer

Trainer

Stephan Hofer

International Lawyer

Stephan Hofer is an experienced Swiss corporate and commercial law attorney. He began his career in financial markets in 2013, later joining GHR Attorneys where he became a partner in 2022. In 2025, he joined von Graffenried Group as a foundation manager and founded Nexumina, a venture focused on positive social and environmental impact. For several years, Stephan has also collaborated with BPN to advise SMEs in Rwanda and Mongolia on international trade law and cross-border risk management.

Form & Goals

A practical, two-day seminar that empowers SME owners to take control of their contracts, protect their interests, and negotiate better deals. Learn how to read the fine print, shape stronger agreements, and negotiate confidently - from everyday customer and supplier terms to major investment deals. Build the legal confidence to spot risks before they become costly problems, secure more favourable terms, and know when to bring in a lawyer.

Format

Real SME cases will bring theory to life. You will work through sample clauses, identify risks in realistic business scenarios and explore examples from Uganda and Switzerland. On Day 1, you will build your own General Terms and Conditions (GTC) step by step. On Day 2, you will follow a growing company from investor offer to exit in a hands-on case study.

Participants

Attendance is open to everyone. Business owners, managers and founders will benefit most, particularly those who handle customer contracts, work with international clients and suppliers or are considering bringing on an investor.

Seminar files

The seminar materials are on our learning platform. Once your payment is confirmed, we email you the link.

Content

You built your business on handshakes, WhatsApp messages and trust. Then a customer pays late. A delivery goes wrong. An investor slides a 40-page agreement across the table. Suddenly, “we agreed” is not enough.

Here’s the truth: you can’t afford to sign a contract you don’t understand. If you don’t understand the risks, you can’t manage them. Yet too many entrepreneurs sign first and worry later.

Our seminar, Contract Readiness, is designed for SME owners like you. No legal background? Perfect. We skip the legalese and focus on what matters: which clauses protect you, which ones trap you and when to call a lawyer. Consequently, you will sign, negotiate and grow with confidence.

What you’ll learn

Day 1: Contracts in general and General Terms and Conditions (GTC)

Master the legal basics

Understand how contracts work. See how contract law fits into the wider legal framework. Learn when a contract must be in writing.

Know your contract types. Tell sales, manufacturing and service agreements apart. Learn about the benefits of General Terms and Conditions (GTC). Choose between individual contracts and framework agreements.

Read a contract like a Pro. Follow its structure, from scope and prices to termination and governing law. Spot the provisions that need special attention.

Trade safely across borders

Use International Commercial Terms (Incoterms) correctly. Learn what Ex Works (EXW), Cost, Insurance and Freight (CIF), Delivered at Place (DAP) and Delivered Duty Paid (DDP) mean in practice, and who pays for transport, bears the risk and handles customs when goods are shipped internationally.

Handle representations and warranties. Know what you promise and what you can demand. Avoid misunderstandings in international trade.

Control your risks

Limit your liability. Learn what you can exclude, what you never can, and which compromises work in practice.

Treat damages and liquidated damages with care. Tell direct from indirect damage, and know when a fixed penalty clause deserves a second look.

Choose law and venue wisely. Weigh state courts against arbitration. Pick the applicable law before a dispute forces the issue.

Protect your business every day

Build your General Terms and Conditions (GTC) step by step. Answer late payments, delivery delays, quality complaints and cancelled orders in advance. Create the fallback rules you want when nothing else applies.

Day 2: Diligence in Investments

Understand your investors

Understand the differences between angel investors, venture capital (VC) firms and private equity (PE) investors. Compare the stages at which they invest, the amounts they typically invest, their appetite for risk and the level of control they seek.

Compare ways to raise money. Understand the pros and cons of selling company shares (equity), convertible loans that can turn into shares, Simple Agreements for Future Equity (SAFEs), and regular loans.

Navigate the deal

Follow the investment process. Walk through pitch deck, term sheet, due diligence, binding offer, signing and closing. Learn why you should never sign a term sheet without review.

Understand the key agreements. Distinguish the investment agreement, the shareholder agreement and the articles of association. Learn what each one regulates.

Decode common provisions. Cover voting and veto rights, tag-along and drag-along, leaver rights, liquidation proceeds and warranties.

Spot red flags and scams

Recognise red flags. Identify too much control, too many financial benefits, hidden liabilities and extensive founder liability. Learn how to mitigate them.

Detect scams. Catch the warning signs, such as offers that are too good to be true, missing track records and requests for prepayment.

Build partnerships that last

Learn why partnerships fail. Cover unclear roles, different expectations and money disputes. Understand how a partnership agreement addresses them.

Follow based on a case study one company through due diligence, closing, board conflicts, a down round, a founder exit and a sale. Find out who wins when it matters.

Your Takeaway

By the end of these two days, you will no longer sign with a knot in your stomach. Instead, you will read contracts with real understanding, negotiate from a position of strength and protect your business before problems arise. Most importantly, you will know what you do not know, and exactly when to call a lawyer.

Individual consultations: After the seminar, the speaker will be available for one-on-one consultations to address specific legal questions relating to your business.