Facts
The Bern-Lötschberg-Simplon Bernese Alpine Railway Company (BLS), founded in 1906, is a joint-stock company that operates railway lines and shipping services on Lake Thun and Lake Brienz. The Confederation and the Canton of Bern are the main shareholders of the BLS.
In 1966, the Federal Council and the Board of Directors of the BLS concluded a contract on the acquisition of the BLS by the Confederation. According to this contract, the BLS transfers all its assets and liabilities to the Confederation, which integrates the railway lines into the Swiss Federal Railways (SBB) and takes over the BLS personnel into federal service.
The Cooperative for the Protection of the Private Shareholders of the BLS filed a lawsuit against the approval of this takeover contract by the General Meeting of the BLS.
Considerations
The Federal Supreme Court confirms the judgment of the Court of Appeal, which dismisses the lawsuit. It finds that the principle of equal treatment of shareholders has not been violated, as the different treatment of the shareholders is justified by objective reasons.
The Federal Supreme Court states that the BLS is not an ordinary joint-stock company, but a mixed-economy enterprise. While the private shareholders were only obliged to make the capital contribution, the Confederation and the Canton of Bern had to provide financial assistance to the BLS in distress. The special services of…