https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2021-07-29 10:44:532021-07-29 10:44:58honert advises ATHOS Family Office On 75 Million Euros-Investment in Blue Elephant Energy AG
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2021-07-19 13:14:382021-07-19 13:14:43honert advises Founders of Yolife on Sale to Nightingale Health
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. For this reason, the German legislator has temporarily facilitated the adoption of resolutions, according to which these are no longer (as the law actually provides) only possible with the consent of all shareholders outside of shareholders’ meetings. The Regional Court of Stuttgart has now ruled that this facilitation does not modify existing, possibly restrictive, provisions of the Articles of Association on the adoption of resolutions by written procedure and thus clearly limits the scope of application of the statutory provisions. This ruling has far-reaching consequences for practice. The article first introduces the problem (I.), then discusses the ruling of the Regional Court of Stuttgart (II.) and finally gives an assessment and an outlook on the consequences for the practice (III.).
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2021-07-06 14:00:002021-07-06 14:28:14SHAREHOLDERS’ MEETINGS IN TIMES OF COVID-19: ON THE RANGE OF § 2 COVMG
In a recent judgment (judgment dated 3.12.2020 – 23 U 5742/19), the Munich Higher Regional Court 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 the acquisition of a company can be derived from the decision beyond the specific case.
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2021-07-06 13:50:002021-07-06 14:27:24MUNICH HIGHER REGIONAL COURT: DECEPTION ABOUT SIGNS OF CRISIS IN THE PURCHASE OF A COMPANY ENTITLES TO REVERSE TRANSACTION
honert advises ATHOS Family Office On 75 Million Euros-Investment in Blue Elephant Energy AG
/in Deal Announcements/by Ester Hahnhonert advises Aeditive on Seed Financing Round
/in Deal Announcements/by Ester Hahnhonert advises Founders of Yolife on Sale to Nightingale Health
/in Deal Announcements/by Ester Hahnhonert advises yamuntu GmbH on seed financing
/in Deal Announcements/by Ester HahnSHAREHOLDERS’ MEETINGS IN TIMES OF COVID-19: ON THE RANGE OF § 2 COVMG
/in 2021 Q2/by Ester HahnThe 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. For this reason, the German legislator has temporarily facilitated the adoption of resolutions, according to which these are no longer (as the law actually provides) only possible with the consent of all shareholders outside of shareholders’ meetings. The Regional Court of Stuttgart has now ruled that this facilitation does not modify existing, possibly restrictive, provisions of the Articles of Association on the adoption of resolutions by written procedure and thus clearly limits the scope of application of the statutory provisions. This ruling has far-reaching consequences for practice. The article first introduces the problem (I.), then discusses the ruling of the Regional Court of Stuttgart (II.) and finally gives an assessment and an outlook on the consequences for the practice (III.).
MUNICH HIGHER REGIONAL COURT: DECEPTION ABOUT SIGNS OF CRISIS IN THE PURCHASE OF A COMPANY ENTITLES TO REVERSE TRANSACTION
/in 2021 Q2/by Ester HahnIn a recent judgment (judgment dated 3.12.2020 – 23 U 5742/19), the Munich Higher Regional Court 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 the acquisition of a company can be derived from the decision beyond the specific case.