In the ever-evolving landscape of Swiss foundation law, recent legislative changes, particularly those effective from January 1, 2024, mark significant developments aimed at enhancing flexibility and legal clarity for Swiss foundations. These amendments cater to the unique environment of Switzerland, a country renowned for its philanthropic institutions, and address the complex needs of modern foundations.
The first significant amendment is the extension of reservation rights for foundation founders. Under the new legal framework, specifically Article 86a of the Swiss Civil Code (CC), founders can now reserve the right to make future organizational changes within the foundation deed. Previously, the law allowed amendments only concerning the foundation's purpose and strictly under circumstances where changes were urgently necessary to preserve the foundation's assets or to safeguard its purpose as stipulated under Article 85 CC. The updated provision offers founders greater leeway in adapting the foundation to changing circumstances, provided certain conditions are met. This change reflects a shift towards a more flexible approach in the governance of foundations, allowing them to evolve and respond to new challenges and opportunities.
The simplification of the amendment process for foundation deeds, detailed in Articles 86b and 86c CC, represents another critical development. From 2024, the supervisory authority can enact minor amendments to the foundation deed after consulting the highest foundation body. The criteria for these amendments have been relaxed; they now need only "appear justified for objective reasons" and must not affect the rights of third parties. Furthermore, such amendments no longer require public notarization, streamlining the process and reducing administrative burdens on foundations. This procedural ease facilitates the timely adaptation of foundation deeds to reflect changes in the foundation's objectives, operational needs, or legal requirements.
Additionally, Article 84 paragraph 3 CC introduces a legally regulated foundation supervisory complaint process, providing a clear catalog of individuals entitled to file complaints against unlawful acts or omissions by the foundation bodies. This addition aims at enhancing legal certainty and ensuring that foundations operate within the bounds of the law and their constitutive documents.
Looking to the future, a significant parliamentary motion is underway that could further transform Swiss foundation law by lifting the current prohibition on family foundations from engaging in family support activities. This potential change addresses a significant gap in Swiss law, providing families with a domestic alternative to foreign instruments for asset management and succession planning, thereby keeping wealth within Switzerland and offering a structured way to pass assets to descendants.
These legislative changes underscore a broader trend towards modernizing the legal framework governing Swiss foundations, aligning it more closely with contemporary needs and international standards. By introducing greater flexibility, simplifying administrative processes, and clarifying legal provisions, these amendments aim to reinforce Switzerland's status as a leading center for philanthropic activity. They reflect a recognition of the evolving nature of philanthropy and the need for legal structures to accommodate the dynamic ways in which individuals and families wish to contribute to the public good.
The Swiss foundation sector stands at the cusp of significant transformation, with these legal changes paving the way for more adaptable, responsive, and efficient foundation practices. As these amendments take effect, it will be crucial for foundation managers, beneficiaries, and legal advisors to stay informed and adapt to the new legal landscape, ensuring that Swiss foundations continue to operate effectively and contribute to their intended causes within the updated legal framework.
For those operating or considering establishing a Swiss foundation, these developments highlight the importance of seeking expert legal counsel to navigate the complexities of the new laws and to leverage the enhanced flexibility and opportunities they present. As the legal environment evolves, so too must the strategies and structures of Swiss foundations, ensuring they remain effective, compliant, and aligned with their foundational goals in the changing legal landscape.
For further details and comprehensive analysis, referencing the original legislative texts and expert commentary is recommended to fully understand the scope and implications of these changes.
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