Amendment to the Swiss Code of Obligations
What is the issue?
The object of revising Switzerland's legislation on companies limited by shares is to adopt into federal law the Ordinance Against Excessive Remuneration in Listed Companies Limited by Shares, which came into force on 1 January 2014, and to improve corporate governance at listed and non-listed companies alike. The rules on company foundation and capital are to become more flexible, and legislation on companies limited by shares is to be brought into line with the new accounting legislation. In addition, the preliminary draft contains a proposal for transparency rules for economically significant companies in the extractive industries.
What has happened so far?
- On 14 June 2013, the Federal Department of Justice and Police (FDJP) opens the hearing on the Ordinance Against Fat-Cat Salaries (media release).
- The Federal Council enacts the Ordinance Against Excessive Remuneration with effect from 1 January 2014 (media release).
- On 28 November 2014, the Federal Council refers the revision of legislation on companies limited by shares for consultation (media release).
- On 4 December 2015, the Federal Council acknowledges the outcomes of the consultation process and determines the key elements of the dispatch to be submitted to Parliament (media release).
- On 23 November 2016, the Federal Council adopts Opinion on revision of legislation on companies limited by shares for consultation (media release).
- Parlamentarische Beratungen (16.077)
(This document is not available in English)
- The Federal Council will bring the provisions on gender guidelines and on new transparency rules in the commodities sector into force on 1 January 2021. The remaining amendments in connection with the revision of company law are expected to come into force in 2022 (media release).
- The Federal Council will bring the extension of the debt-restructuring moratorium into force on 20 October 2020. This change was approved by Parliament as part of the revision of company law (media release).
- Federal Council to implement the amended Commercial Register Ordinance and all other amendments related to the revision of company law on 1 January 2023 (media release).
For the complete documentation see the pages in German, French or Italian.
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Last modification 02.02.2022