Eigentümerstrukturen von Schweizer Aktiengesellschaften: Eine empirische Untersuchung

The ownership structure of a corporation is in many respects a crucial determinant from a corporate governance perspective. In finance and business economics, a large variety of theoretical and empirical work has focused on corporate ownership structures and their implications. In the legal field, however, the topic has been rather neglected so far. This article provides an empirical study of ownership structures in Swiss corporations, thereby distinguishing corporations listed on Swiss and foreign stock exchanges, corporations traded over-the-counter and corporations without a stock exchange listing and over-the-counter trading. The article also elaborates on the fundamental question of the importance that can and should be attached to the ownership structure in corporate and capital market law. The empirical study reveals that the ownership structure of listed corporations is almost always home to large shareholders, often also controlling shareholders. The study feeds divergent shareholder images: institutional investors from abroad dominate on the Swiss stock exchange and private investors from Switzerland dominate on the Berne stock exchange; on European stock exchanges, a majority are private investors, on American stock exchanges, a majority are institutional investors. Similar insights apply to over-the-counter traded corporations and to other economically significant corporations. The article concludes that the ownership structure of a corporation is an important element in corporate and capital market law, both for the application of existing law and for future lawmaking. The interpretation of general principles of law depends on the ownership structure. There is also room for discussion that corporations with controlling shareholders should be subject to stricter rules and regulations.