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

¹ Where pub­lic sec­tor cor­por­a­tions such as the Con­fed­er­a­tion, or a can­ton, dis­trict or com­mune have a pub­lic in­terest in a com­pany lim­ited by shares, the art­icles of as­so­ci­ation of the com­pany may grant that cor­por­a­tion the right to ap­point rep­res­ent­at­ives to the board of dir­ect­ors or the ex­tern­al aud­it­ors, even if it is not a share­hold­er.⁶⁴⁹

² In such com­pan­ies and in pub­lic-private en­ter­prises in which a pub­lic sec­tor cor­por­a­tion par­ti­cip­ates as a share­hold­er, only the pub­lic sec­tor cor­por­a­tion has the right to dis­miss the rep­res­ent­at­ives it ap­poin­ted to the board of dir­ect­ors and the ex­tern­al aud­it­ors.⁶⁵⁰

³ The mem­bers of the board of dir­ect­ors and ex­tern­al aud­it­ors ap­poin­ted by a pub­lic sec­tor cor­por­a­tion have the same rights and du­ties as those elec­ted by the gen­er­al meet­ing.⁶⁵¹

⁴ The pub­lic sec­tor cor­por­a­tion is li­able to the com­pany, share­hold­ers and cred­it­ors for the ac­tions of the mem­bers of the board of dir­ect­ors and ex­tern­al aud­it­ors it ap­points, sub­ject to rights of re­course un­der fed­er­al and can­ton­al law.

⁵ The right of pub­lic sec­tor cor­por­a­tions to ap­point or re­move rep­res­ent­at­ives on the board of dir­ect­ors also ap­plies to com­pan­ies whose shares are lis­ted on a stock ex­change.⁶⁵²