Value Relevance of Mergers Blocked by Shareholder Lawsuits According to the German Stock Corporation Act: An Event Study

2014 ◽  
Author(s):  
Helfried Labrenz
Keyword(s):  
Event Study ◽  
Value Relevance ◽  
German Stock ◽  
Stock Corporation

Enthaftung durch Zustimmung

2021 ◽  
Author(s):  
Liska Müßig
Keyword(s):  
Limited Liability ◽  
Board Members ◽  
Legal Certainty ◽  
German Stock ◽  
The Law ◽  
Stock Corporation

Can board members and managing directors effectively exempt themselves from liability by having the shareholders approve the act in advance? The work is intended to contribute to more legal certainty in dealing with “exclusion of liability”. While the exculpatory effect of consent is recognised in principle, the details of conditions and limits are still controversial. The author discusses important issues in connection with the provision on exclusion of liability of Section 93 (4) sentence 1 of the German Stock Corporation Act. In the absence of a corresponding provision in the law governing limited liability companies, the author subsequently examines the extent to which the results obtained can be applied to limited liability companies.

Konsultative Hauptversammlungsbeschlüsse im Aktienrecht aus rechtsvergleichender Sicht

2021 ◽  
Author(s):  
Mehmet Sadik Çapa
Keyword(s):  
Subject Matter ◽  
General Meeting ◽  
General Context ◽  
European Law ◽  
Legal Basis ◽  
Management Board ◽  
Corporation Law ◽  
Legal Nature ◽  
German Stock ◽  
Stock Corporation

In German stock corporation law, non-binding resolutions of the general meeting as one of the participation instruments for shareholders have so far mainly been summarized or analyzed under the heading of management board remuneration. The purpose of this thesis is, however, to analyze these resolutions not only in this context, but in a more independent and general context. The thesis examines the admissibility and legal basis, legal nature, subject matter, adoption, as well as the consequences of non-binding shareholders resolutions. Thereby, various topics are compared with U.S., Swiss, and Turkish law. In addition, European law is also addressed in various aspects.

Der Rechtsanwalt als Aufsichtsratsmitglied

2019 ◽  
Author(s):  
Lars Frederik Bühren
Keyword(s):  
Legal Issues ◽  
Corporation Law ◽  
Supervisory Boards ◽  
Professional Law ◽  
Approval Procedure ◽  
German Stock ◽  
Scope Of Application ◽  
Stock Corporation ◽  
Academic Debate

This study examines the work of lawyers on supervisory boards in public limited companies. It is the first to investigate all the relevant legal issues in this respect, particularly with regard to consultancy agreements, from both a stock corporation law and a professional law perspective, the latter of which has been neglected in the academic debate on this subject to date. Firstly, the author presents the particular demands on lawyers on supervisory boards in detail before focusing on consultancy agreements according to § 114 of the German Stock Corporation Act (AktG). In addition to examining the requirements for drafting such agreements, he discusses, among other things, both the approval procedure in this respect and how framework contracts are dealt with, critically questioning jurisprudential positions and developing practical solutions. Moreover, he analyses all the constellations in which the scope of application of § 114 of the AktG could be broadened from both a stock corporation law and a professional law perspective.

Corporations for Future? – Die Zielfunktion der deutschen Aktiengesellschaft im Spiegel unternehmenstheoretischer Überlegungen

2019 ◽  
Vol 102 (4) ◽  
pp. 393-446
Author(s):  
Paul Harenberg
Keyword(s):  
Financial Markets ◽  
Multinational Corporations ◽  
Future Research ◽  
Social Commitment ◽  
Corporate Form ◽  
The Social ◽  
German Stock ◽  
Economic Foundation ◽  
Contemporary Interpretation ◽  
Stock Corporation

Climate change, (the social implications of) digitization and a stark contrast the between advancing globalization of (financial) markets and politically induced trade warfare shape the global economic and regulatory discourse. An intuitively well- founded demand that is regularly voiced in the context of corresponding debates is that businesses should put more emphasis on ethically responsible conduct and demonstrate more social commitment. Nevertheless, it seems questionable whether this assessment is, in fact, sufficiently substantiated in order to withstand a nuanced scholarly analysis. Large, multinational corporations undeniably possess the ability to exert considerable influence - both positive and negative - on societal progress through their decision-making. There are good arguments, however, to suggest that normatively desirable objectives are actually best achieved by subscribing to a contemporary interpretation of the traditional shareholder value doctrine - and not via the intuitive path of calling on the corporate form to pursue outright societal objectives by way of regulation. In any case, the contemporary discourse shows this: the functional positioning of large corporations in the 21st century-context of Fridays for Future and “homeland first”-politics requires a fundamental reassessment. This paper thus pursues the desirable aim of mapping the legal and economic foundation of the firm - exemplified by the German stock corporation - in its newer and most recent form, thereby setting the stage and providing thought-provoking impulses for future research.

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