In its judgment of 19 February 2019 (file no. 9 AZR 541/15) the Federal Labor Court [Bundesarbeitsgericht – BAG] ruled that an employee’s entitlement to paid annual leave shall as a rule only expire at the end of a calender year if the employer did not previously instruct the employer about the concrete leave entitlement and time limits and if the employee did not take the leave voluntarily nonetheless. With this judgment, the BAG implemented the jurisdiction of the European Court of Justice which means that the expiration regulation under section 7 para. 3 Federal Holiday Benefits Act in its current form no longer applies.
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2019-03-27 09:10:162019-09-04 12:38:32NO EXPIRATION OF LEAVE ENTITLEMENTS WITHOUT CORRECT PRIOR INSTRUCTION BY THE EMPLOYER – FEDERAL LABOR COURT IMPLEMENTS GUIDELINES BY THE EUROPEAN COURT OF JUSTICE INTO GERMAN HOLIDAY LAW
On 29 March 2019 the United Kingdom’s membership in the EU will expire. As a result, companies under the legal form of a Ltd. with administrative headquarters in Germany will lose their freedom of establishment and will no longer be recognized as legal entity in Germany. This could, however, be subject to a transition period according to the new “EU withdrawal agreement”. The German Federal Government as well as the German Federal Ministry of Finance respond to this by proposing two new laws which are supposed to ease the transition into a new legal form for affected Ltd.s´.
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2018-12-20 10:00:182019-09-05 11:21:55QUO VADIS, LIMITED? – CONSEQUENCES OF BREXIT ON LIMITED COMPANIES WITH ADMINISTRATIVE HEADQUARTERS IN GERMANY
In its decision of 20 July 2018, the Fourth Senate of the Düsseldorf Higher Regional Court [OLG] ruled as follows: D&O insurance does not cover payments made by a managing director after the company has reached insolvency maturity and for which he is held liable under section 64 German Law on Limited Liability Companies [GmbHG]. The following article shows the consequences of this judgement.
As soon as two parties are domiciled in different countries, the contract should contain terms on applicable law and jurisdiction. Using the example of company acquisitions, the following article examines the risks arising from the absence of such contract terms and outlines what needs to be taken into account when drawing up such agreements.
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2018-12-20 09:40:582019-09-05 10:53:16JURISDICTION CLAUSES AND APPLICABLE LAW IN BUSINESS TRANSACTIONS
If a GmbH [limited liability company] share is to be redeemed against the will of the person concerned, it is necessary to set an important course already in statutes but also while drawing up a redemption resolution. The BGH [Federal Court of Justice] has found in its decision of 26 June 2018 the nullity of a redemption resolution of 26 June 2000 – the findings made are of considerable importance for the consulting practice beyond the individual case.
On 8 June 2016, the European Union adopted the Directive on the protection of undisclosed know-how and business information (trade secrets) against their unlawful acquisition, use and disclosure (the “Privacy Directive”). Even though the implementation of German legislation has not yet been completed, there are already indications of what companies will have to take into account in the future to protect business information.
https://honert.de/wp-content/uploads/honert_logo_270px.png00Ester Hahnhttps://honert.de/wp-content/uploads/honert_logo_270px.pngEster Hahn2018-12-20 09:20:142019-09-05 10:02:50NEW REGULATIONS ON THE PROTECTION OF SECRETS
NO EXPIRATION OF LEAVE ENTITLEMENTS WITHOUT CORRECT PRIOR INSTRUCTION BY THE EMPLOYER – FEDERAL LABOR COURT IMPLEMENTS GUIDELINES BY THE EUROPEAN COURT OF JUSTICE INTO GERMAN HOLIDAY LAW
/in 2019 Q1, 2019 Q1/by Ester HahnIn its judgment of 19 February 2019 (file no. 9 AZR 541/15) the Federal Labor Court [Bundesarbeitsgericht – BAG] ruled that an employee’s entitlement to paid annual leave shall as a rule only expire at the end of a calender year if the employer did not previously instruct the employer about the concrete leave entitlement and time limits and if the employee did not take the leave voluntarily nonetheless. With this judgment, the BAG implemented the jurisdiction of the European Court of Justice which means that the expiration regulation under section 7 para. 3 Federal Holiday Benefits Act in its current form no longer applies.
QUO VADIS, LIMITED? – CONSEQUENCES OF BREXIT ON LIMITED COMPANIES WITH ADMINISTRATIVE HEADQUARTERS IN GERMANY
/in 2018 Q4/by Ester HahnOn 29 March 2019 the United Kingdom’s membership in the EU will expire. As a result, companies under the legal form of a Ltd. with administrative headquarters in Germany will lose their freedom of establishment and will no longer be recognized as legal entity in Germany. This could, however, be subject to a transition period according to the new “EU withdrawal agreement”. The German Federal Government as well as the German Federal Ministry of Finance respond to this by proposing two new laws which are supposed to ease the transition into a new legal form for affected Ltd.s´.
LIABILITY GAP FOR D&O INSURANCES – ADDITIONAL CONDITIONS REQUIRED!
/in 2018 Q4/by Ester HahnIn its decision of 20 July 2018, the Fourth Senate of the Düsseldorf Higher Regional Court [OLG] ruled as follows: D&O insurance does not cover payments made by a managing director after the company has reached insolvency maturity and for which he is held liable under section 64 German Law on Limited Liability Companies [GmbHG]. The following article shows the consequences of this judgement.
JURISDICTION CLAUSES AND APPLICABLE LAW IN BUSINESS TRANSACTIONS
/in 2018 Q4/by Ester HahnAs soon as two parties are domiciled in different countries, the contract should contain terms on applicable law and jurisdiction. Using the example of company acquisitions, the following article examines the risks arising from the absence of such contract terms and outlines what needs to be taken into account when drawing up such agreements.
REDEMPTION OF GMBH SHARES – BGH PASSES JUDGMENT AFTER 18 YEARS!
/in 2018 Q4/by Ester HahnIf a GmbH [limited liability company] share is to be redeemed against the will of the person concerned, it is necessary to set an important course already in statutes but also while drawing up a redemption resolution. The BGH [Federal Court of Justice] has found in its decision of 26 June 2018 the nullity of a redemption resolution of 26 June 2000 – the findings made are of considerable importance for the consulting practice beyond the individual case.
NEW REGULATIONS ON THE PROTECTION OF SECRETS
/in 2018 Q4/by Ester HahnOn 8 June 2016, the European Union adopted the Directive on the protection of undisclosed know-how and business information (trade secrets) against their unlawful acquisition, use and disclosure (the “Privacy Directive”). Even though the implementation of German legislation has not yet been completed, there are already indications of what companies will have to take into account in the future to protect business information.