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

¹ Where there is good cause to sus­pect over­indebted­ness, the dir­ect­ors must im­me­di­ately draw up an in­ter­im bal­ance sheet at sale val­ues.

² Where the last an­nu­al bal­ance sheet and sub­sequent li­quid­a­tion bal­ance sheet or an in­ter­im bal­ance sheet show that the claims of the so­ci­ety’s cred­it­ors are no longer covered, the board of dir­ect­ors must no­ti­fy the court. The court must com­mence in­solv­ency pro­ceed­ings, un­less the re­quire­ments for a stay of such pro­ceed­ings are ful­filled.

³ In the case of co­oper­at­ives with share cer­ti­fic­ates, where the last an­nu­al bal­ance sheet shows that one-half of the nom­in­al cap­it­al is no longer covered, the dir­ect­ors must con­vene a gen­er­al as­sembly of mem­bers without delay and in­form the as­sembly of the situ­ation.

⁴ In the case of co­oper­at­ives whose mem­bers are li­able to make ad­di­tion­al con­tri­bu­tions, the court need not be no­ti­fied if the bal­ance sheet loss is covered with­in three months by ad­di­tion­al con­tri­bu­tions from the mem­bers.

⁵ On ap­plic­a­tion by the board of dir­ect­ors or by a cred­it­or, the court may grant a stay of in­solv­ency pro­ceed­ings where there is a pro­spect of fin­an­cial re­struc­tur­ing. In this case, the court or­ders meas­ures to pre­serve the so­ci­ety’s as­sets, such as the tak­ing of an in­vent­ory and the ap­point­ment of an ad­min­is­trat­ive re­ceiv­er.

⁶ In the case of li­censed in­sur­ance co­oper­at­ives, the mem­bers’ claims un­der in­sur­ance policies count as cred­it­ors’ rights.