When must a non-listed Swiss company appoint an independent proxy?
Antwort
A non-listed Swiss corporation must appoint an independent proxy if its articles of association provide that shareholders may be represented at the general meeting only by other shareholders (Art. 689d para. 1 Swiss Code of Obligations). In such a case, a shareholder may request that the board of directors designate an additional representative to whom shareholders may delegate their voting rights. This may be either an independent proxy or a corporate proxy (Art. 689d para. 2 CO). However, corporations may also appoint an independent proxy voluntarily at any time. The board of directors must inform shareholders no later than ten days before the general meeting whom they may appoint as their proxy (Art. 689d para. 3 CO).
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.