Archive for the Author ‘Thomas Schwab’

Thomas Schwab

Attorney Thomas Schwab mainly handles general contract, corporate, civil, commercial, inheritance and international business law matters.

>> show profile

Prohibition of Competition When A German LLC Partner Withdraws

Jun 30, 21 • Corporate Law • No Comments • Thomas Schwab

Regulation in the articles of association The articles of association state, among other things, that no partner may acquire an interest in a competing company during the term of the agreement, a post-contractual non-competition clause shall not be stipulated, and the […]
Can the Management Authority in a German Limited Partnership (KG) Be Revoked?

Dec 22, 20 • Corporate Law • No Comments • Thomas Schwab

The managing director’s authority is often the subject of disputes at shareholder meetings. The German Federal Supreme Court (Bundesgerichtshof, BGH) also had to deal with this issue recently. The BGH judgement was based on the following facts: The sharehlders’ meeting of […]
In Germany Individually Legal Contractual Clauses Can Be Inadmissible in Combination

Jun 30, 20 • Commercial Law • No Comments • Thomas Schwab

Whoever wants to rent or lease business premises in Germany has to accept or draft general terms and conditions. But please note: Individual contract clauses, which were previously permissible on their own under the law on general terms and conditions, may […]
Opening Clause Necessary to Establish A Supervisory Board in A German Limited Liability Company

Dec 30, 19 • Corporate Law • No Comments • Thomas Schwab

The most important bodies of a German limited liability company are the shareholders’ meeting and the managing director. If you don’t want these two bodies to be solely governed by generally applicable statutory regulations, the articles of association must contain corresponding […]
Mandatory Information in German Business Correspondence

Jun 28, 19 • Corporate Law • No Comments • Thomas Schwab

If you want to start a business in Germany, you will usually first create a company such as a GmbH. In addition to the subsequent marketing, bookkeeping and the first tax return quickly become relevant. Rights and obligations are, of course, […]
Compensation for the Expulsion of a German GmbH’s Shareholder

Dec 19, 18 • Corporate Law • No Comments • Thomas Schwab

When a shareholder is expelled from a limited liability company under German law (GmbH) and his share redeemed, he is entitled to receive compensation. The amount of said compensation depends on the fair market value of the leaving shareholder’s share at […]
Liquidator of a German GmbH May be Held Liable for Ignoring Creditors

Jun 28, 18 • Corporate Law • No Comments • Thomas Schwab

Not every company is meant to live forever. However, time and again even successful companies close down business, without going bankrupt. There may be multiple possible causes. But one thing is always the same when GmbH-companies are concerned: When the shareholders […]
Resignation as Managing Director of a German GmbH

Dec 29, 17 • Corporate Law • No Comments • Thomas Schwab

The managing director of a limited liability company under German law (GmbH) can resign from office at any time, without notice and for no particular reason, unless otherwise provided in the articles of association. However, resigning at an inopportune time, e.g. […]
Commercial Agents: No Entitlement to “Loyalty Bonus”

Jun 29, 17 • Commercial Law • No Comments • Thomas Schwab

The German law governing commercial agencies includes numerous provisions that cannot be freely chosen by the contracting parties but must be strictly observed. The best known example is the so-called compensation claim, a sort of severance payment a commercial agent can […]
May the sole member of a German stock corporation’s management board resign from office?

Dec 28, 16 • Corporate Law • No Comments • Thomas Schwab

Basically, the managing director of a German limited liability company (GmbH) and a member of the management board of a German stock corporation (AG) may resign from office at any time without notice and without giving reasons. However, the managing director […]