Federal Act
on the Amendment of the Swiss Civil Code
(Part Five: The Code of Obligations)

1 In com­pan­ies that are re­quired to have their an­nu­al ac­counts and, if ap­plic­able, their con­sol­id­ated ac­counts re­viewed by an aud­it­or, the audit re­port must be sub­mit­ted, be­fore the an­nu­al ac­counts and the con­sol­id­ated ac­counts are ap­proved at the gen­er­al meet­ing, and a res­ol­u­tion is passed on the al­loc­a­tion of the bal­ance sheet profit.

² If an or­din­ary audit is car­ried out, the aud­it­or must be present at the gen­er­al meet­ing. The gen­er­al meet­ing may waive the pres­ence of the aud­it­or by un­an­im­ous res­ol­u­tion.

³ If the re­quired audit re­port is not sub­mit­ted, the res­ol­u­tions on the ap­prov­al of the an­nu­al ac­counts and the con­sol­id­ated ac­counts as well as on the al­loc­a­tion of the bal­ance sheet profit are null and void. If the pro­vi­sions on the pres­ence of the aud­it­or are in­fringed, these res­ol­u­tions may be chal­lenged.