Document background
A Stock Buyback Agreement is essential when a Swiss company decides to repurchase its own shares from existing shareholders, whether for treasury purposes, capital reduction, or as part of a broader corporate strategy. The agreement must be carefully structured to comply with Swiss legal requirements, particularly the 10% limitation on treasury shares under the Swiss Code of Obligations and capital maintenance rules. For listed companies, the document must also address Financial Market Infrastructure Act requirements and stock exchange regulations. The agreement typically covers share details, purchase price, transfer mechanics, and tax implications. It's commonly used in scenarios such as excess cash deployment, stock price support, or shareholder exit arrangements, and requires careful consideration of corporate governance and equal treatment of shareholders under Swiss law.
