On this page, we provide you with an overview of the most important aspects of Minutes of a 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 a Universal Ordinary Shareholders’ Meeting under Swiss law.
… you are holding the annual (ordinary) shareholders’ meeting of a company
… you need flexibility in the organization of the meeting without having to comply with the strict legal requirements for convening it
… all shareholders attend the meeting or are represented by proxy
At least once a year, the shareholders of Swiss companies must meet within six months of the end of a financial year, primarily to approve the annual financial statements and results and to elect the members of the board of directors and the statutory auditors. The shareholders thus gather annually for an (ordinary) shareholders’ meeting. The law stipulates that a record of the resolutions, votes, and discussions must be kept in minutes.
If all shareholders attend or are represented at the shareholders’ meeting, the meeting may also be held without being formally convened. In particular, no deadline for invitations has to be observed. In practice, shareholders often grant a power of attorney to a member of the board of directors or the management, who will then hold the meeting.
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