BFH comments again on the taxation of management participation programs
As attractive as management participation programs may be as a financial incentive to increase the willingness of executives to provide high performance, a certain dissatisfaction quickly arises due to the uncertain tax consequences. This is because it is often difficult to give a legally sound answer due to difficulties in the qualification of income. The […]
Bundestag passes supply chain act
On 11 June 2021, the Bundestag passed the Act on Corporate Due Diligence in Supply Chains (short Supply Chain Act (Lieferkettengesetz)). On 25 June 2021, the Bundesrat approved the Act. The aim of this is to strengthen compliance with human rights by the companies forming a supply chain. The following article presents the main features […]
Munich Higher Regional Court: deception about signs of crisis in the purchase of a company entitles to reverse transaction
In a recent judgment (judgment dated 3.12.2020 – 23 U 5742/19), the Munich Higher Regional Court (Oberlandesgericht – OLG) dealt with the duty of disclosure of the seller of a company with regard to the economic situation of the company to be sold, which is in crisis. General principles for the duty of disclosure in […]
“Check-the-box” elections for commercial partnerships in the pipeline
The Act to Modernize Corporate Income Tax Law is intended to eliminate the differences that currently exist in the taxation of partnerships and corporations. A central component of the bill is the introduction of a so-called option model (also known as “check-the-box” election), which in the future is to open up the possibility for commercial […]
Shareholders’ meetings in times of COVID-19: on the range of § 2 COVMG
The Covid-19 pandemic makes physical meetings difficult due to travel restrictions and contact bans. These often also hinder the holding of shareholders’ meetings of limited liability companies (Gesellschaft mit beschränkter Haftung – GmbH). For this reason, the German legislator has temporarily facilitated the adoption of resolutions, according to which these are no longer (as the […]
Commercial tenancy law during “lockdown”
One year after the outbreak of the COVID-19 pandemic, still numerous legal questions remain. This applies, among other things, to commercial tenancy law, which continues to have considerable relevance for numerous retailers and service providers against the background of the second “lockdown”. In 2020, the case law on the rights of landlords and tenants was […]
Europe as a digitization engine for Germany’s new ground? Challenges of compatibility of the European Digitalization Directive with German company and registry law
On 10 February 2021, the German government presented a government draft for the implementation of the European Digitalization Directive. The Digitalization Directive is part of the 2019 Company Law Package of reforms to the 2017 European Company Law Directive. The subject of the draft is, in particular, the possibility to establish limited liability companies online […]
Reform of the non-profit law
The Annual Tax Act (Jahressteuergestz) 2020 has made some important changes to non-profit law. The reform measures have resulted in better conditions for non-profit organizations and group structures in particular. There is also more legal certainty for non-profit service companies. This newsletter article focuses on the key reform measures and shows their practical relevance.
From the Maurach draft to the government draft – the next step in the modernization of partnership law
In our newsletter article of 30 June 2020, we outlined the key points of the so-called Maurach draft for the modernization of partnership law. On this basis, the government draft of a law to modernize partnership law (Gesetzes zur Modernisierung des Personengesellschaftsrechts – MoPeG) was published on 20 January 2021, thus taking another important step […]
New possibilities of preventive business restructuring
On 1 January 2021, the Act for the further development of restructuring and insolvency law (Sanierungs- und Insolvenzrechtsfortentwicklungsgesetz, SanInsFoG) comes into force. Germany insolvency law will now provide a legal framework for pre-insolvency restructurings. Crisis-ridden companies have the possibility to negotiate with their creditors themselves and to reorganize themselves on the basis of a restructuring […]