Swiss Corporate Law Reform: The Key Changes
Posted: Wed Feb 19, 2025 7:48 am
New Swiss Corporate Law
New Swiss corporate law came into force on 1 January 2023.
The transition period for Swiss companies to adapt their articles of association and regulations to the new corporate law is two years from when the new law came into force.
This Article details the main amendments to a company’s articles of association to comply with the new legislation. This article covers non-listed corporations.
KEY CHANGES
Share Capital and Equity Distributions – Greater Flexibility
Foreign Currency
Share capital may be denominated in an approved foreign currency (EUR, USD, GBP or JPY). honduras mobile database This was already permitted for disclosure in the financial statements and is particularly relevant for Swiss subsidiaries of foreign groups.
Nominal Value
The nominal value of shares can be any value greater than CHF 0, making unlimited splitting of shares possible.
Capital Band
The concept of a “capital band” is introduced. It allows the Board of Directors to increase or decrease up to 50% of the share capital, over a period of five years.
Interim Dividend Payments
The payment of dividends, from the profits for the current financial year, is explicitly permitted, when certain conditions are met.
New Swiss corporate law came into force on 1 January 2023.
The transition period for Swiss companies to adapt their articles of association and regulations to the new corporate law is two years from when the new law came into force.
This Article details the main amendments to a company’s articles of association to comply with the new legislation. This article covers non-listed corporations.
KEY CHANGES
Share Capital and Equity Distributions – Greater Flexibility
Foreign Currency
Share capital may be denominated in an approved foreign currency (EUR, USD, GBP or JPY). honduras mobile database This was already permitted for disclosure in the financial statements and is particularly relevant for Swiss subsidiaries of foreign groups.
Nominal Value
The nominal value of shares can be any value greater than CHF 0, making unlimited splitting of shares possible.
Capital Band
The concept of a “capital band” is introduced. It allows the Board of Directors to increase or decrease up to 50% of the share capital, over a period of five years.
Interim Dividend Payments
The payment of dividends, from the profits for the current financial year, is explicitly permitted, when certain conditions are met.