New stock corporation law 2023

The revised Code of Obligations (CO) comes into force on 1 January 2023. What are the most important changes? Share capital can now be denominated in a foreign currency, provided this is the common currency. 

The minimum par value of CHF 0.01 per share will also be cancelled and the par value must now only have a value greater than zero. It will also be possible to distribute an interim dividend from 1 January 2023 on the basis of interim financial statements prepared by the Board of Directors. 

The current company law does not contain any legal basis for the distribution of an interim dividend. In principle, the interim financial statements must be audited by the auditors, but in certain circumstances an audit is not required. It is also the case that the allocation to the statutory retained earnings will change and become less complicated. 

The new company law also revises other laws, which we will not go into here.