The Swiss Companies Law will be partially modified according to a resolution adopted by the Federal Council at the end of 2015. The Council wants to amend the legislation on companies limited by shares by introducing flexible requirements related to the share capital and registration procedures. Shareholders’ rights are also expected to be strengthened.

Shareholders of Swiss companies entitled to greater pay

The Federal Council had started to work on the Commercial Law in 2013 when a series of measures were discussed. Debates have finalized at the end of 2015 when several guidelines were established in order to make all the changes possible. Shareholders of Swiss listed companies limited by shares would benefit from joining bonuses and from a higher level of compensation with respect to non-compete clauses.

Flexible capital requirements for company registration in Switzerland

The new legislation also provides for less strict capital requirements for joint stock companies. Investors setting up this type of companies will benefit from a new and more flexible capital requirements, as well as the option of paying the share capital in a foreign currency. Also, the documents for incorporation will no longer require certification from a Swiss public notary. This will also have a positive influence on the costs related to business registration. The partially paid-up share capital will also remain a valid option for those opening joint stock companies in Switzerland.

If you want more information about the provisions of the of the new Company Law you can contact our Swiss lawyers.

The Swiss business community supports the new legislation

The amendments brought to the Commercial Code were not only supported by the Parliament, but by the local business community as well. Swiss companies’ representatives consider the new law is more “liberal” and flexible as the red tape will be reduced considerably. In future discussions, the Federal Council also wants to tackle the duties of boards of directors of large companies.

Considering the amendments have not been incorporated into the Commercial Law yet, we invite you to get in line with our law firm in Switzerland for assistance in setting up a company under the current legislation.