Corporate Law Reform: An Overview – Corporate and Company Law

Learn more about the corporate law reform. Our experts provide
an overview of the most important information on the corporate law
reform in the spotlight as well as in the guideline below.

Corporate Law Reform (Spotlight – Short
Overview)

While part of the comprehensive corporate law reform has already
entered into force, namely the regulations regarding the gender
quota and the transparency requirements for commodity companies,
the revised Stock Corporation Act will now enter into full force
and effect as of January 1, 2023. Most relevant are a greater
flexibility both in terms of the share capital and when holding
general meetings as well as the strengthening of shareholder
rights. The most important changes are outlined below, with a focus
on unlisted companies.

Download the Spotlight here (PDF)

Corporate Law Reform (Guideline – Detailled
Overview)

The revised corporate law will enter into force and effect as of
January 1, 2023. The revision focuses on liberalizing provisions
governing the formation and capital requirements, improving
corporate governance, and introducing electronic media at the
general meeting. Statutory provisions governing restructuring were
also rendered more precise and more flexible in the course of the
corporate law reform, adding new obligations to act. Furthermore,
the provisions of the Ordinance Against Excessive Remuneration in
Listed Stock Corporations (“VegüV”), which arose
from the Minder Initiative, will be incorporated into the Swiss
Code of Obligations. Some of the new provisions, specifically with
regard to the gender quota and transparency requirements for
commodity companies, have already been in force and effect since
January 1, 2022.

Download the Guideline here (PDF)

The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.