OR Art. 809 -
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. 809 OR from 2025
Art. 809 Management and representation I. Designation the managing director and organisation
1 The company members are jointly responsible for the management of the company. The articles of association may adopt alternative provisions on management.
2 Only natural persons may be appointed as managing directors. Where a legal entity or a commercial enterprise is a participant in the company, if applicable it shall appoint a natural person to exercise this function in its stead. The articles of association may require the consent of the members'" general meeting for this.
3 Where a company has two or more managing directors, the members'" general meeting must appoint a chair.
4 Where a company has two or more managing directors, they decide by a majority of the votes cast. The chair has the casting vote. The articles of association may adopt alternative provisions on decision making by the managing directors.
Es besteht kein Anspruch auf Aktualität und Vollständigkeit/Richtigkeit.