Rethinking Reserves in the Swiss Code of Obligations

"Rethinking Reserves in the Swiss Code of Obligations" is a specialized book that addresses the recently revised provisions regarding reserves in Swiss obligation law, which come into effect on January 1, 2023. The author, Yvette Märki, analyzes the creation and dissolution of reserves, distinguishing between those formed by the board of directors and those established by the general assembly. A particular focus is placed on reserves for general banking risks, an instrument used in the banking sector. The book examines the possibility for the general assembly to delegate the authority to the board to create additional reserves according to the statutes. This issue is discussed in the context of public limited companies, limited liability companies, and cooperatives. Furthermore, the implications of such delegation and the practical consequences regarding legal disputes are analyzed based on a ruling from the Federal Court on a similar topic.