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

¹ In the case of com­pan­ies whose shares are lis­ted on a stock ex­change, the gen­er­al meet­ing shall elect one of the mem­bers of the board of dir­ect­ors to be chair. The chair’s term of of­fice ends at the latest on con­clu­sion of the next or­din­ary gen­er­al meet­ing.

² In the case of com­pan­ies whose shares are not lis­ted on a stock ex­change, the board of dir­ect­ors shall elect one of its mem­bers to be chair. The art­icles of as­so­ci­ation may stip­u­late that the chair be elec­ted by the gen­er­al meet­ing.

³ Re-elec­tion is pos­sible.

⁴ If the of­fice of chair be­comes va­cant, the board of dir­ect­ors shall ap­point a new chair for the re­main­ing term of of­fice. The art­icles of as­so­ci­ation may provide for dif­fer­ent rules on rem­edy­ing this or­gan­isa­tion­al de­fi­ciency.