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

¹ The com­pany is foun­ded when the founder mem­bers de­clare by pub­lic deed that they are form­ing a com­pany lim­ited by shares, lay down the art­icles of as­so­ci­ation therein and ap­point the gov­ern­ing bod­ies.

² In such deed of in­cor­por­a­tion, the founder mem­bers shall sub­scribe for the shares and de­clare that:

1.

all the shares are val­idly sub­scribed for;

2.

that the prom­ised cap­it­al con­tri­bu­tions cor­res­pond to the full is­sue price;

3.

the re­quire­ments for pay­ment of cap­it­al con­tri­bu­tions pre­scribed by law and the art­icles of as­so­ci­ation are met at the time that the deed of in­cor­por­a­tion is signed;

4.

there are no con­tri­bu­tions in kind, in­stances of off­set­ting or spe­cial priv­ileges oth­er than those men­tioned in the sup­port­ing doc­u­ments.³²⁵

³ If the share capital is specified in a foreign currency or if contributions are made in a different currency from that of the share capital, the exchange rates applied must be indicated in the public deed.³²⁶