Legislative changes 2023
The reform of company law, which came into force on January 1, 2023, as well as
the revision of the Anti-Money Laundering Act (AMLA) and the revision of the Value Added Tax Act (VAT Act) have also had a significant impact on
foundations and associations, which the authors analyze in this article.
Introduction
For foundations and associations, the effects of the
reform of the Swiss Code of Obligations (CO)[1] concerning company law and the revision of the Anti-Money Laundering Act (AMLA)[2] mainly concern the following four areas:
- meeting and decision-making procedures,
- transparency on remuneration for members of
boards of trustees, - insolvency and overindebtedness rules, and
- registration of associations in the commercial register.
On some issues, the provisions of the Civil Code (CC)[3] have been amended, while on others a rationale based on the “harmonization of the provisions […] of the association and foundation with those of the corporation” desired by the Federal Council[4] applies.
Added to this is the revision of the Value Added Tax Act (VATA)[5], which exempts certain non-profit associations and institutions from VAT liability.
