OR Art. 689e -

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. 689e OR from 2025

Art. 689e Delegation of voting rights to custodian banks in companies whose shares are not listed on a stock exchange ⁽¹⁾

¹ In the case of a company whose shares are not listed on a stock exchange, any person who wishes to exercise the right to vote attached to shares deposited with them shall ask the depositors for voting instructions prior to every general meeting.

² Where the depositors’ instructions cannot be obtained in good time, the custodian exercises their right to vote in accordance with their general instructions; if they do not have any instructions, they shall abstain.

³ Institutions subject to the Federal Act of 8 November 1934 ⁽²⁾ on Banks and Savings Banks and financial institutions in accordance with the Financial Institutions Act of 15 June 2018 ⁽³⁾ are deemed to be custodians acting as representatives.