Facts
The majority shareholders of [Z. AG] obtained a resolution from the General Meeting to conduct a special audit. The President of the Commercial Court of the Canton of St. Gallen then ordered a special audit and obliged the Chairman of the Board of Directors of [Z. AG], [A.], to provide information about the relationships between [Z. AG] and its subsidiaries. Furthermore, he authorized the special auditor to request any necessary business documents from the subsidiaries.
X. AG as a former subsidiary of [Z. AG], its new parent company Y. AG, and [A.] as the formally obliged party, oppose the disclosure of business documents of X. AG in the special audit procedure regarding Z. AG.
Considerations
The Federal Supreme Court concluded that the constitutional complaint against the decision of the President of the Commercial Court is admissible. The disclosure of business documents in the special audit procedure is not a civil law dispute within the meaning of Art. 45 and 46 OG, but a federal law provision on evidence or procedure according to Art. 697d para. 2 CO. Disputes about this are excluded from the appeal procedure and can therefore be challenged by a constitutional complaint.
On the merits, the…