The attributions of a company secretary in Switzerland
The company secretary in Switzerland
has an important role in the internal organization and functioning of a specific legal entity. The individual acting as the company secretary
is appointed by the Board of Directors
but does not necessarily has to be a member of the Board.
Some of the most important duties of a Swiss company secretary include:
- signing the minutes of the Board’s meetings, preparing and attending meetings;
- signing documents on behalf of the company’s administrative officer;
- handling correspondence, keeping records.
The role of the company secretary
Investors who want to open a company in Switzerland
will need to appoint a company secretary
. They can either select an individual who they can hire to work for the company or outsource the recruitment process to an HR company that will find a right candidate.
The degree of responsibility as well as specific attributions that can fall under the duties of a company secretary in Switzerland
can also depend on the type of company
and the composition of the Board. The internal context in the company and the external requirements in a specific business field can also shape and influence the role and function of the company secretary
Other information about corporate governance in Switzerland
Corporate governance in Switzerland and the duties and responsibilities of the various members in a company are determined by:
- the Swiss Code of Obligations;
- the Federal Act on Mergers, Demergers, Transformations and Transfers of Assets;
- the Criminal Code;
- the company’s Articles of Association.
Companies listed on the Swiss Stock Exchange need to observe different and more complex regulations and directives. The additional obligations will primarily include the listing rules, financial reporting requirements, listing maintenance and others.
For more information regarding the appointment of a company secretary in Switzerland
and detailed data about company registration or how to open a company in Switzerland
please contact our experts