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

¹ Where the board of dir­ect­ors in­tends to de­clare the de­fault­ing share­hold­er in for­feit of his rights in re­spect of the share sub­scrip­tion or to re­quire him to pay the con­trac­tu­al pen­alty provided for in the art­icles of as­so­ci­ation, it must make a call for pay­ment in the Swiss Of­fi­cial Gaz­ette of Com­merce and in the form provided for by the art­icles of as­so­ci­ation and set a grace peri­od for such pay­ment of at least 30 days com­men­cing on the date on which the last call was pub­lished.⁴⁶⁷ The share­hold­er may be de­clared in for­feit of his rights in re­spect of the share sub­scrip­tion or re­quired to pay the con­trac­tu­al pen­alty only if he fails to make the re­quired pay­ment with­in such grace peri­od.

² In the case of re­gistered shares, such pub­lic­a­tion is re­placed by a re­gistered let­ter sent to each share­hold­er entered in the share re­gister call­ing for pay­ment and set­ting the grace peri­od. In this case the grace peri­od com­mences on re­ceipt of the call for pay­ment.

³ The de­fault­ing share­hold­er is li­able to the com­pany for the amount not covered by the con­tri­bu­tions of the new share­hold­er.