Shareholders’ right to obtain information about the company is governed by a highly formalised procedure
It is not that easy for shareholders to obtain information from the company in which they own shares. In fact, the Swiss Code of Obligations (CO) only allows them to do so at a general meeting. Although the CO is not specific as such, reference must be being made to the ordinary annual general meeting […]
A few fundamental rules must be respected scrupulously when convening a meeting of the Board of Directors
The holding of a meeting of the Board of Directors is governed by a relatively liberal system in Swiss law. For instance, minutes must only be written of meetings of a Board of Directors comprising at least two members. This does not necessarily mean that the sole Director of a limited company will not have […]
The decision to convene a meeting of the Board of Directors must not be taken lightly
Although Swiss company law is very liberal in this area, the decision to convene and hold a meeting of the Board of Directors of a limited company must not be taken lightly. A few precise rules apply in this case and must be scrupulously respected, failing which the meeting may be null and void or […]
The family foundation in Swiss law can be an attractive solution for asset-planning purposes.
Relatively stringent provisions governing this type of legal structure are laid down in Swiss civil law in Articles 80 and 335 of the Swiss Civil Code (CC). However, case law accepts the validity of what are known as economic family foundations in the form of holding structures set up to ensure the permanence of a […]
The Swiss Code of Obligations lays down a stringent framework for the rules contained in articles of association restricting the transfer of registered shares in unlisted companies
The provisions of Article 685 b CO (Swiss Code of Obligations) are often overlooked by the authors of the articles of association of a limited company. These authors are in fact inclined to include pre-emption rights between shareholders and purchase or sale option clauses in the articles of association with a view to verifying the […]
The scammers failed to get us
We had recently a run-in with scammers and we consider us as lucky not to have been trapped. Although we scrutinize our emails very closely and we have an important experience in recognizing spams, we recently received a message form a certain “English Company” asking for our legal assistance in collecting the balance due on […]
The Right Product for the Investor
Me Christophe Wilhelm attended in Brussels on November 17, 2015 the MiFID II workshop organized by Markus Ferber of the ECON Committee of the European Parliament. This workshop is intended to give an in-depth insight into the regulatory goals of MiFID II and the implementation of those goals into practice.On November 17, 2015, the Workshop […]
Transparency for Investors
Me Christophe Wilhelm attended in Brussels on October 20, 2015 the MiFID II workshop organized by Markus Ferber of the ECON Committee of the European Parliament. This workshop is intended to give an in-depth insight into the regulatory goals of MiFID II and the implementation of those goals into practice. On October 20, 2015, the Workshop […]