In the case of listed registered shares, the company may refuse to accept the acquirer as a shareholder only where the articles of association envisage a percentage limit on the registered shares for which an acquirer must be recognised as shareholder and such limit is exceeded.
The company may also refuse to accept an acquirer ifat the company’s request the acquirer fails to declare expressly that they have acquired the shares in their own name and for their own account,that there is no agreement to take back or return the shares concerned and that they bear the economic risk associated with the shares.The company may not refuse acceptance on the grounds that the request was made by the acquirer’s bank.1
Where listed2registered shares were acquired by inheritance, division of estate or matrimonial property law, entry of the acquirer may not be refused.
Footnotes
Amended by No I of the FA of 19 June 2020 (Company Law), in force since 1 Jan. 2023 (AS 2020 4005; 2022 109;BBl 2017 399). ↩
Revised by the Federal Assembly Drafting Committee (Art. 33 ParlPA;AS 1974 1051). ↩
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