Invitation to Extraordinary Shareholders' Meeting

Key Points and Template in English

On this page, we provide you with an overview of the most important aspects of an Invitation to Extraordinary Shareholders’ Meeting in Switzerland, including the elements to be taken into account when drawing up the invitation.

Subsequently, we will provide you with a legally compliant template of an Invitation to Extraordinary Shareholders’ Meeting under Swiss law.

Use an Invitation to Extraordinary Shareholders' Meeting if...

… you need to organize a meeting and convene your shareholders for a decision on one or more specific points during the business year

… you want to fully comply with statutory formal requirements

Key points included in an Invitation to Extraordinary Shareholders' Meeting

What is an invitation to extraordinary shareholders' meeting​?

Unlike the annual or ordinary shareholders’ meeting, which is held within six months after the end of the business year, an extraordinary shareholders’ meeting is held during the business year and is not mandatory.

It is convened only when a company needs approval from its shareholders on one or several specific items, such as a change of domicile or the issuance of new shares.

The extraordinary shareholders’ meeting is convened by the board of directors with an invitation setting out the agenda and the items to be put to the vote, as well as the proposals of the board of directors. The shareholders can only vote validly on matters formally set out in the invitation.

Further, the shareholders must receive the invitation at least 20 days before the actual meeting. It thus makes sense to ensure that the invitation document fully complies with form and timing requirements.

 

Legally compliant template of an Invitation to Extraordinary Shareholders' Meeting

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