If a journalist writes something wrong, it usually only takes a few minutes for an attentive reader to point it out to her. Although the texts are proofread, edited and corrected: Sometimes a typo still creeps in – as annoying as that is.
The security precautions are even higher than in journalism when it comes to official documents – such as the statutes of a company. Then the papers are specially signed in the presence of a notary who confirms the accuracy of the information with his signature.
And yet mistakes still occur, as two cases from the canton of Zug show. But in these cases it is not enough to correct it quickly – it ends with a criminal complaint with the public prosecutor’s office.
Three phantoms start a company
A lawyer and notary who has his office in the city of Zug recently learned how expensive it can be when things have to be done quickly. On January 29, 2020, he confirmed the authenticity of a signature on an application for the Zug Commercial Register – although the document did not have the applicant’s signature at all. Less than a month later, exactly the same thing happened. And at the beginning of May, the signature on a registration from the commercial registry office that did not even exist was confirmed again.
Now the Zug public prosecutor’s office got involved and determined what was behind the phantom signatures. It turned out that the notary had worked improperly. It is true that the people whose signatures he authenticated were effectively in his office with whoever authenticated. In turn, he and those present signed all the documents, including putting his stamp on it. However, since there were several dozen pages on the table in each case, the signatures of the applicants were forgotten in the cases mentioned.
A notarial certification may “under no circumstances be made earlier than the signature to be certified”, writes the public prosecutor in a legally binding penalty order. The notary did not adhere to this mandatory chronological sequence – which is why he was guilty of negligent forgery of documents in the office.
The notary has now changed his practice and is “more conscientious” when it comes to notarization, as the public prosecutor continues. However, this does not change anything in terms of criminal liability: the notary has to pay a fine of 1500 francs.
The amendment to the statutes is backdated
Somewhat more complex was the mistake made by a community notary who was also recently convicted. In this case it was about the certification of an amendment to the statutes of a law firm. These had to be adjusted following a fundamental decision by the Federal Supreme Court, because from now on only lawyers registered in the Swiss professional register were allowed to participate in a «Anwalts-AG».
The company in question amended its articles of association at a general meeting. Shortly afterwards she was called back by the supervisory commission on the lawyers of the canton of Zug. This decided that the statutes did not meet the new requirements. So what to do
The board of directors made the necessary changes to the articles of association – and agreed with the notary that this time, for the sake of simplicity, the certification would be carried out without a new general meeting. Ultimately, however, the notary created a document with untrue content – because the document was unceremoniously backdated to the date of the General Assembly at the time.
The notary is also guilty of negligent forgery of documents. From the point of view of the public prosecutor’s office, the woman was “wrongly convinced” that the amendments to the statutes could be certified as mere editorial changes. So you did not act knowingly and willingly – which is why a fine of 500 francs is sufficient as a punishment.
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