Minutes of Universal Ordinary Shareholders' Meeting

Key Points and English Template

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

Subsequently, we will provide you with a legally compliant template of Minutes of Universal Ordinary Shareholders’ Meeting under Swiss law.

Use Minutes of Universal Ordinary Shareholder's
Meeting if ...

… your company is holding its annual (ordinary) shareholders’ meeting

… you need flexibility as to when and where the meeting will take place, without having to observe the stringent legal requirements for convening the meeting

… all shareholders are attending the meeting or are represented by proxies

Key Points of Minutes of Universal Ordinary Shareholder's Meeting:

What are Minutes of Universal Ordinary Shareholder's Meeting?

At least once a year, shareholders of Swiss companies need to convene within six months from a business year’s end, most of all to approve the financial statements and results, as well as to appoint the directors and the auditor. 

Shareholders thus assemble annually at a general or ordinary (shareholders’) meeting, which forms the supreme body of the company. The catalogue of resolutions and the majority and form requirements are mostly provided by law, to a lesser extent by the articles of incorporation. In particular, the law stipulates that the resolutions, votes and discussions must be recorded in minutes.

The law further provides stringent form and time requirements to convene the meeting. Yet, if all shareholders attend or are represented at the meeting, these requirements do not need to be observed. The shareholders’ meeting can then be held as a universal meeting. 

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