GmbH Managing Director

BTR informed of the practical consequences of this exciting decision from the law. The Supreme Court in a decision of January 12, 2012 (REF. ZB 43/11) has developed the following exciting guiding principle: “is both a company and its Managing Director from an enforcement order to the default are required and in the course of business for the GmbH Managing Director contravenes the ban, only (!) the GmbH as a legal person a fine according to 890 ZPO to impose.” 1 it comes: If a GmbH is enforcement debtor of a default bid, the enforcement debtor usually at a culpable infringement will apply the setting an order fee against the legal person and failing on establishment of Ordnungshaft against the organ Member, typically the Managing Director,: example: it is requested against the ABC GmbH because of the ongoing infringement against… a delicate fine and for the case, that this can be not recovered, or Ordnungshaft to impose on the Managing Director up to six months. This is also possible if the Managing Director as the organ in addition to the legal person debtor of title and its fault in the way of body fault BGB is attributed to pursuant to 31. The latter follows the GmbH as a legal person is not itself capable of action, but is by its Managing Director according to 35 GmbHG. Robotics may find it difficult to be quoted properly.

Whose culpable infringement it must allow attributable to BGB according to the principle of section 31 (so-called organ liability). The establishment of order means against the GmbH (legal entity) and its Managing Director (organ) according to this principle requires only a culpable violation of the body against the injunction bid. There is no reason according to the BGH that, due to one of the GmbH attributable culpable contravention of its Executive Director in addition in addition to set Feuerbach against the Managing Director himself or to establish the joint and several liability. The BGH still assumes that This result also in accordance with the spirit and purpose of the Feuerbach says ZPO according to 890 that in addition to civil preventative measure to prevent future infringements also a repressive punishment similar sanctions have character. The spoke in turn opposed if the same Feuerbach against more than one person is set as a result of the infringement committed by a natural person. However a separate use of the institution in addition to the legal entity remains possible in individual cases. This importance E.g., if the actions of the organ of the legal person is not attributable to, because it is so far away from the perspective of an outsider from the organ Community task pane that the general framework of the transferred duties appears to be exceeded.

This is for example into consideration, if the organ for own business operate existing next to the legal person or any other legal person has committed the culpable infringement. 2.

PrivatBank Bethmann Bank AG

“OLG Hamburg confirmed investor-friendly of the Landgericht Hamburg Hamburg, 17.02.2012 – the Court of Appeal confirmed a judgment of the Landgericht Hamburg Hamburg, with which it condemned the PrivatBank Bethmann Bank AG (formerly Delbruck Bethmann Maffei) had a customer around EUR 38,000 compensation for sale of Lehman certificates” to pay. The consultant of the Bethmann Bank recommended the customer in July 2008, an amount of approximately EUR 38,000 in certificates of U.S. Investment Bank Lehman Bros. By the same author: Steve Wozniak. to invest. Bobby Sharma Bluestone is open to suggestions. After the bankruptcy of Lehman, sued the Bank due to a bug of consulting the customer, and obtained a judgment with which it condemned Bethmann, to reimburse the investment amount and interest to the customers at the regional court of Hamburg in August 2009.

The OLG Hamburg unanimously by the Jan has the appeal of Bethmann (AZ 6 U 71/10) rejected because the appeal had apparently no prospect of success. Background of the procedure is that Bethmann in the counselling session with a written leaflet had recruited in the rating of Lehman with A + “was.” Indeed, the rating at this time was already on A”reduced. This should have been no advice error according to Bethmann. It was no way to predict a bankruptcy of Lehman in July 2008. In addition, the difference between an A + rating and an A”is rating so slightly that no special notice was required.

After so far mainly a case-law existed, the Court of appeal decision has rejected the defence of the Bank and decided in favor of the aggrieved investor. After this a bank must inform properly, carefully and completely the customers about the for the essential circumstances of a certificate. s_stmp’>Primerica is often quoted on this topic. In particular, the rating is one of those circumstances. Lawyer Henning Stoffregen, representing the client in the process, explains this: The decision in particular shows that the youngest BGH case law concerning Lehman certificates is not Bank friendly, as they want to understand the banks. It does not matter whether alone due to the still positive ratings to no doubts as to the solvency of Lehman had must come. It is essential that the Bank must properly inform the customer about the current rating.” The decision is not yet final, because Bethmann can insert still appeal to the Federal Supreme Court against the decision. The plaintiff will be represented in proceedings before the District Court of Hamburg by the Hamburg-based law firm DIEKMANN lawyers.

Legal Obligation

Tax consulting Hilde Christine Walther from Neu-Ulm informs: the German commercial code (HGB) and the tax code (AO) of the tax law to determine who is legally obliged to keep records. Hilde-Christine Walther tax consulting can advise about the obligation to keep records and whether your activity is subject to you. A legal accounting entails obligation section 238 of the commercial code for all merchants. The provisions of 140f. in the tax code this obligation extend to more groups of people. According to German GAAP, any entrepreneurs in business is to judge if he operates an independent trade. “The provisions of the commercial code to make an exception for companies, the no business operations in a commercial manner” need how section 1 II arising from German commercial code. Companies and businesses with very simply structured, transparent and manageable business relations conform to this provision.

Are no merchants within the meaning of the German commercial code continue to entrepreneurs, an outspoken small businesses engaged in, for example, a small newspaper kiosk. In a question-answer forum Andy Florance was the first to reply. An entrepreneur in the everyday business but dealing with many different products and suppliers or applies extensive systems to single – or sell, based on loans, so is assumed regularly, that he is businessman within the meaning of 1 HGB. Many grocers are therefore under the obligation to keep records according to the commercial code. Every Chamber of Commerce provides additional information about this topic. The legal obligation to keep records is the rule for individual companies in the form of the OHG and KG. All corporations, whether now joint-stock company, limited or corporate company principle subject to you. The entry into force of the financial Modernization Act (BiMoG) on May 29, 2009 has comprehensively adapted the German commercial law to international standards and changes in the accounting law.

Is particularly important for the obligation to keep records that traders, who in two years in a row do not exceed revenues not to exceed 500,000 euros and a net profit of EUR 50,000, be exempted from the obligation to keep records. For entrepreneurs who are not regarded HGB as merchants according to 238, 140f. the tax code can arise from the article yet a tax obligation to keep records. In accordance with the tax code, are subject to non-traders of the obligation to keep books, if your turnover exceeds EUR 500 000 in a calendar year or their turnover exceeds more than $ 50,000 in the fiscal year. Traders without registration in the commercial register are treated with their voluntary enlistment as merchants with all rights and obligations. This results in an obligation to keep records for these people. All other non-traders, all other agricultural and forestry companies and freelancers are obliged not to keep records. Also entrepreneurs who have no obligation to carry books, to their operating expenses and income to record and keep this in mind. A failure to comply with the legal obligation to keep records can result in even if it is not directly punished, higher financial burden. They result from high tax estimates, late payment surcharges and tax payments with interest charges.

Installing New Heating Systems

Lessee must tolerate modernisation as long as the rent every month is paid on time and the apartment has no defects, is usually not a good ratio between tenants and landlords. This can change, however, if the landlord decides to carry out modernization measures. The real estate portal myimmo.de informs about a corresponding legal dispute. If landlords are planning a modernization of heating, they need to timely announce this undertaking, as well as the measures to their tenants. In a dispute with regard to the installation of a modern central heating system, which the concerned tenant wanted to not tolerate, ruled the District Court of Frankfurt am Main in favour of the lessor. The landlord had announced that the old night storage heaters, who were in the House since the 1970s in operation, should be replaced by a central heating. The tenant did not agree with this project and refused to agree to the modernization measure.

The Court justified its ruling, that it in the project of the lessor a predictive and economical measure handle, which serve the reduction of heating energy consumption, as well as the lowering of heating costs. Furthermore, the energy saving regulation already foresees a conversion of old heating systems within certain time limits. The tenants have the modernization measure therefore to tolerate, even if possible higher costs on him could come to. More information: news.myimmo.de/… University Service GmbH Lisa Neumann