OR Art. 653b -
Einleitung zur Rechtsnorm OR:
The Swiss Code of Obligations is a central code of Swiss civil law that regulates the legal relationships between private individuals. It includes five books that cover various aspects of contract law, law of obligations and property law, including the formation, content and termination of contracts, as well as liability for breach of contract and tort. The Code of Obligations is an important code of law for business and everyday life in Switzerland, as it forms the basis for many legal relationships and contracts and has been in force since 1912, whereby it is regularly adapted to social and economic developments.
Art. 653b OR from 2024
Art. 653b Basis in articles of association (1)
1 The articles of association must stipulate:1. (2) the nominal value of the contingent capital;2. the number, nominal value and type of shares;3. the beneficiaries of conversion or option rights;4. (2) any restriction or cancellation of the subscription right of existing shareholders, provided they are not allocated the option rights;5. preferential rights attached to specific classes of shares;6. the restrictions on the transferability of newly registered shares;7. (4) the procedure for exercising the conversion or option rights and for waiving these rights.
2 Where the bonds or similar debt instruments to which the conversion or option rights attach are not offered first to the shareholders for subscription, the articles of association must also stipulate:1. the conditions on which the conversion or option rights may be exercised;2. the basis on which the issue amount is to be calculated.
3 Conversion or option rights granted before the provision of the articles of association concerning the contingent capital has been entered in the commercial register are void. (2)
(1) Inserted by No I of the FA of 4 Oct. 1991, in force since 1 July 1992 ([AS 1992 733]; [BBl 1983 II 745]).
(2) (3)
(3) (5)
(4) Inserted by No I of the FA of 19 June 2020 (Company Law), in force since 1 Jan. 2023 ([AS 2020 4005]; [2022 109]; [BBl 2017 399]).
(5) Amended by No I of the FA of 19 June 2020 (Company Law), in force since 1 Jan. 2023 ([AS 2020 4005]; [2022 109]; [BBl 2017 399]).
Es besteht kein Anspruch auf Aktualität und Vollständigkeit/Richtigkeit.
