The reform of the stock corporation law has reached the finish line

Peter Forstmoser

Today, 19 June, the Parliament adopted a comprehensive reform of the stock corporation law by a vast majority. This marks the end of a legislative project that began more than a decade ago, but then got caught up in a maelstrom of trials and tribulations (the initiative “against rip-offs”) and whose implementation was on the brink more than once.

With the completion of the reform, an important goal in the further development of Swiss business law has been achieved:

The stock corporation is still the most commonly used legal form in Switzerland for entrepreneurial activities of all types and sizes, from small one-person businesses to global corporations. The figures speak for themselves: Although the limited liability company has been on a triumphal march since the beginning of the 1990s, the stock corporation is still the more commonly used legal form with 221,000 entries in the commercial register at the beginning of 2020. The limited liability company has 207,000 entries, while all other companies regulated in the Swiss Code of Obligations together have almost 21,000. The stock corporation is the Jack of all trades of the Swiss corporate law.

In this newsletter, the main features of the future law and its entry into force will be briefly described and a first assessment will be made (section 1.-3.). The most important changes will then be outlined (section 4.-10.).