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

¹ If the re­quire­ments for an or­din­ary audit are not met, the com­pany must have its an­nu­al ac­counts re­viewed by an ex­tern­al aud­it­or in a lim­ited audit.

² With the con­sent of all the share­hold­ers, a lim­ited audit may be dis­pensed with if the com­pany does not have more than ten full-time em­ploy­ees on an­nu­al av­er­age. Dis­pens­ing with the audit is only per­mit­ted for fu­ture fin­an­cial years and no­ti­fic­a­tion there­of must be giv­en to the com­mer­cial re­gister of­fice be­fore the start of the fin­an­cial year.⁶¹³

^2bis The an­nu­al ac­counts for the most re­cently com­pleted fin­an­cial year must be en­closed with no­ti­fic­a­tion to the com­mer­cial re­gister that the audit is be­ing dis­pensed with.⁶¹⁴

³ The board of dir­ect­ors may re­quest the share­hold­ers in writ­ing for their con­sent. It may set a peri­od of at least 20 days for reply and give no­tice that fail­ure to reply will be re­garded as con­sent.

⁴ If the share­hold­ers have dis­pensed with a lim­ited audit, this also ap­plies for sub­sequent years. Any share­hold­er has however the right, at the latest 10 days be­fore the gen­er­al meet­ing, to re­quest a lim­ited audit. In such an event, the gen­er­al meet­ing must ap­point the ex­tern­al aud­it­or.

⁵ The board of dir­ect­ors shall amend the art­icles of as­so­ci­ation to the ex­tent re­quired and ap­ply to the com­mer­cial re­gister for the de­le­tion or the re­gis­tra­tion of the ex­tern­al aud­it­or.