DiKE Vorzugsaktien. Eine Darstellung nach gesellschaftsrechtlichen, bilanzierungsrechtlichen

The dissertation is primarily aimed at the practitioner. It shows the aspects of corporate law, tax law, accounting law, corporate governance, corporate finance, legal economics and regulatory law that make the supposedly antiquated legal institution of preferred shares a tailor-made means of financing, especially for privately held stock corporations - but also for publicly held stock corporations. Examples are used to illustrate the possibilities of structuring the rights of preferred shareholders and the relationship to the Merger Act - in particular the function of the special meeting as a poison pill in M&A transactions. Particular emphasis is placed on the question of whether Swiss stock corporation law offers room for the term sheets used as standard in venture capital financings in the U.S. and whether convertible preferred stock and other special forms of preferred stock can be incorporated into Swiss stock corporation law. It will also be shown under which statutory conditions the board of directors or even individual preferred shareholders can be granted the right to create or abolish preferred shares. Secondly, the dissertation is intended to contribute to the dogmatic coverage of the legal institution of preferred shares in Swiss stock corporation law. Finally, the dissertation explains the considerations of minority protection law, legal economics and corporate finance which, de lege ferenda, argue for the introduction of redeemable preferred stock into Swiss stock corporation law.