What is a set-off (compensation) contribution?
Antwort
A set-off contribution is a form of capital increase in which the shareholder’s payment obligation is not fulfilled by a cash contribution but through the set-off of an existing claim against the company. According to Art. 634a of the Swiss Code of Obligations (CO), shares may be paid up by setting off a claim that a shareholder or creditor holds against the company. In this case, the articles of association must generally specify: the amount of the claim set off, the name of the shareholder or creditor, and the shares allocated to them. These details remain visible in the articles and are publicly accessible via the commercial register, but they may be deleted after ten years by resolution of the general meeting. The disclosure of such set-off transactions can be avoided by establishing a conditional capital clause in the articles of association.
Weitere relevante Fragen
Is the Communication Generator free to use?
Yes. The Communication Generator is free to use.
Does every shareholder or member qualify as a beneficial owner?
No. The fact that a company requests information from a shareholder or member does not automatically mean that this person is a beneficial owner. Indirect structures, acting in concert and other means of control may also be relevant.
Does the Communication Generator identify the beneficial owners?
No. The generator supports communication and information gathering. The actual assessment of who qualifies as a beneficial owner and who must be reported to the transparency register takes place afterwards. Konsento’s Transparency Register Reporting Assistant can be used for this assessment.