Are there legal minimum requirements for the content of a general meeting’s minutes?

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Antwort

Yes, the Swiss Code of Obligations (CO) regulates in Article 702 the minimum content of the minutes of the general meeting. Accordingly, the board of directors must ensure that minutes are kept recording the date, start, end, type and place of the meeting, the shares represented (number, category, representatives), the resolutions adopted with vote results, requests for information and the responses, statements by shareholders entered into the minutes as well as any technical problems encountered (Art. 702 para. 2 CO). The minutes must be signed by the minute-taker and by the chairperson of the meeting (Art. 702 para. 3 CO). Every shareholder may demand that the minutes be made available to them within 30 days (Art. 702 para. 4 CO). For listed companies, resolutions and vote results (with the exact voting breakdown) must be published electronically within 15 days (Art. 702 para. 5 CO).

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