Preparing AGM minutes is a legal requirement for every corporation. However, many small companies find the preparation of the annual general meeting and the drafting of the minutes time-consuming. This article explains the required content of AGM minutes under Swiss law and shows how small corporations can automatically generate legally compliant AGM minutes with Konsento’s Quick AGM – digitally, efficiently and without manual work.
Introduction
The minutes of a General Meeting are one of the core obligations of a corporation. For smaller companies in particular, the annual process is often perceived as cumbersome and time-consuming.
With Konsento’s Quick AGM, this process becomes significantly easier: legally compliant AGM minutes are created automatically, without having to manually prepare agenda items, comply with formal notice periods or conduct voting procedures.
Table of Contents
- Why AGM minutes are so important
- The Quick AGM for small corporations
- Content of AGM minutes in the Quick AGM
- Conclusion: Legally compliant minutes without effort
Why AGM minutes are so important
Every Swiss corporation must hold an ordinary General Meeting each year, regardless of its size or the number of shareholders. This meeting should take place within six months after the end of the financial year (Art. 699 para. 2 CO).
Furthermore, Art. 702 CO requires that every General Meeting be recorded in minutes and defines the legally required minimum content of AGM minutes. The minutes must be signed by the minute-taker and the chair of the General Meeting (Art. 702 para. 3 CO), either with a handwritten signature or a qualified electronic signature.
The chair of the General Meeting may simultaneously act as the minute-taker. This is particularly practical in single-shareholder corporations.
The minutes of the General Meeting are therefore not only a legal requirement but also an important record of corporate resolutions and a key element of good corporate governance. Incorrect or incomplete minutes may create legal risks for the company or its board of directors.
The Quick AGM for small corporations
For small corporations with up to three shareholders, Konsento has developed the Quick AGM.
When a corporation with up to three shareholders is registered in the application, the system automatically creates an ordinary General Meeting. From this meeting, a so-called Quick AGM can generate complete and legally compliant AGM minutes with just a few clicks — accurate, digital and efficient.
The key advantage: companies do not need to manually prepare a General Meeting, draft agenda items or collect votes. Instead, they receive a ready-to-sign set of minutes that meets all legal requirements and replaces the paper minutes traditionally prepared by trustees.
From a legal perspective, this type of meeting is conducted as a universal meeting, meaning that the formal notice requirements for convening a General Meeting can be waived (Art. 701 para. 1 CO).
Like all AGM minutes, those generated via the Quick AGM can be legally signed and archived directly within Konsento. Board members and minute-takers who prefer electronic signatures can use the qualified electronic signature (QES) integrated in the platform.
In this case, the original minutes can be shared with the other shareholders via Konsento and stored in the digital archive. For users who prefer traditional methods, Konsento also allows exporting the minutes as a PDF. The printed and manually signed document can then be uploaded back into Konsento, shared with shareholders and archived.
In both cases, the signature status can be tracked directly within the platform.
Konsento users can also copy the AGM from the previous year into the following year with a single click and use it as the basis for the next set of minutes. Only the date and time need to be adjusted, while the AGM tool allows the full content of the meeting to be edited if necessary.
Content of AGM minutes in the Quick AGM
The Quick AGM automatically includes all legally required agenda items of an ordinary General Meeting:
- Formal statements
- Approval of the minutes of the previous General Meeting
- Approval of the annual report and financial statements
- Resolution on the appropriation of retained earnings
- Discharge of the Board of Directors
- Election or re-election of the Board of Directors
- Election of the auditors
- Miscellaneous matters
By default, the AGM minutes are generated with 100% approval for all agenda items. If shareholders wish to record votes against or abstentions, the process can be opened and an electronic vote can be conducted.
This ensures maximum flexibility and full legal compliance in all situations.
Conclusion: Legally compliant minutes without effort
Konsento’s Quick AGM is the ideal solution for small corporations that want to fulfil their legal obligations efficiently.
With minimal effort, companies receive digital, legally compliant AGM minutes that can be signed, shared and archived at any time.
👉 Want to handle your next General Meeting effortlessly? Discover the benefits of Konsento’s Quick AGM and get started today.