Aktuelle Rechtsprechung des Bundesgerichts zum Aktienrecht
During the last two years the Federal Supreme Court issued over 30 company-law cases. The following article discusses two particularly relevant topics of this remarkably rich jurisprudence.
A first section deals with cases in which the court had to assess business decisions (in doctrine also referred to as cases of “business judgment rule”). This section provides an in-depth analysis of the three most important pertinent decisions of the Federal Supreme Court, followed by a general discussion of business discretion and directors & officer’s liability under Swiss company law.
A second section deals with five decisions of the Federal Supreme Court on cases dealing with “Defects in the Organization of the Company” under article 731b Code of Obligations. The reviewed judgements deal with insufficient composition of corporate bodies and with judicial measures in other cases in which a company lacks proper organization.
