Alle Beiträge zum Stichwort: GmbHG (Law on companies with limited liablity)
TAX
Inbound investment to Germany – spotlight on three selected aspects
Insights into foreign investment in Germany with a focus on convertible loan agreements, tax updates in accordance with the Growth Opportunities Act 2024, and the transformative effects of the MoPeG Einblicke in ausländische Investitionen in Deutschland mit Fokus auf wandelbaren Darlehensverträgen, Steueraktualisierungen gemäß Wachstumschancengesetz 2024 und transformative Auswirkungen des MoPeG
CORPORATE
Corporate Directors and Officers Personally Liable for Insufficient Insurance Coverage, D&O-Insurace counts
The verdict from the German Higher Regional Court in the city of Kiel dated February 26, 2024, Case No. 16 U 93/23, casts a spotlight on the essential duties of corporate management within the framework of operational risk prevention and insurance management. In a world where companies are increasingly exposed to complex risks, from natural disasters to cyber-attacks, this verdict holds particular significance. It concerns not only the specific situation of a bakery that suffered considerable damage from a fire but also the fundamental question of how meticulously directors and officers must review and adjust their company’s insurance coverage.
CORPORATE
Dismissal of the GmbH managing director
When it comes to dismissing managing directors of a limited liability company (GmbH), it is important to be aware of the legal process and possible consequences. Wenn es um die Abberufung von Geschäftsführern einer GmbH geht, ist es wichtig, sich über den rechtlichen Prozess und mögliche Konsequenzen im Klaren zu sein.
CORPORATE
What is the correct interest rate for loans from a corporation to its shareholders?
BFH (German Federal Fiscal Court) confirms its case law on the topic of “hidden profit distribution” for loans to controlling shareholders (BFH, the judgment of 22/02/2023 – I R 27/20 -)
CORPORATE
GmbH & Co. KG (limited commercial partnership): Federal court of justice (BGH) completes its case law on management liability
CORPORATE
Virtual shareholders’ meeting of the GmbH
Statutory regulation makes many things easier, but articles of associations are still important
CORPORATE
BGH Judgement: Self-appointment of managing directors in the group and the prohibition of self-dealing
BGH Judgement: Self-appointment of managing directors in the group and the prohibition of self-dealing In group structures, it is not uncommon for members of the management board of a stock corporation to become involved in the management of subsidiaries. However, when stock corporation board members appoint themselves as managing directors of a wholly-owned GmbH (German Limited Liability Company) subsidiary (the Company), the law may reach its limits. Whether and under what conditions a “self-appointment” is possible and whether the interposition of an authorized representative changes anything – the Federal Court of Justice (BGH) ruled on this at the beginning of 2023 (BGH, judgment of 17.01.23, ref.: II ZB 6/22).
CORPORATE
Not only for reorganisation: Dept to Equity Swap
A company is in crisis. The financing servicing is at risk, and refinancing through banks is difficult due to the existing financing structure. In simple terms, the idea of swaps is to exchange debt for equity without raising additional funds: the creditor deposits his claim against the company in the company and receives shares in this company in return. The debt-to-equity swap is a long-established and proven option for corporate reorganization in the USA and England, which has also been gaining importance in Germany for 15 years.
CORPORATE
External liability
Basics of liability cases and lawsuits against GmbH managing directors
CORPORATE
Internal liability
Basics of liability cases and lawsuits against GmbH managing directors