Facts
The "Archimedes" association of graduates and students of Swiss evening technical colleges established in 1930 together with the Juventus teachers' cooperative a welfare fund, which was re-founded in 1948 as the Welfare Fund of the Students of the Zurich Evening Technical College. The statutes of the Welfare Fund were approved by the management of the Zurich Evening Technical College and the Archimedes association, although they were not members of the association. The statutes granted the two founding parties various powers, including a right of objection against all resolutions of the general meeting of the Welfare Fund (Art. 12 of the statutes).
The Archimedes association filed an objection against the resolutions of the general meeting of the Welfare Fund of August 24, 1967 on the use of association funds. However, the Welfare Fund association rejected the objection and implemented the resolutions. Thereupon, the Archimedes association filed a lawsuit to prevent the payment of the resolved funds.
Considerations
The Federal Court decided that the statutory provision granting third parties a right of objection against all resolutions of the association's general meeting violates the autonomy of the association and is therefore null and void. The autonomy of the association includes that the association can manage its own affairs and freely shape its decision-making process. A provision that…