Sections Overview
(1) The directors are required to conduct the company’s affairs with the due care of a prudent businessperson.
(2) Directors who breach the duties incumbent upon them are jointly and severally liable to the company for any damage arising.
(3) In particular, they are liable to compensate where payments have been made in contravention of section 30 from those company assets which are required to maintain the share capital or the company’s own shares have been purchased in contravention of the provisions of section 33. The provisions of section 9b (1) apply accordingly to a claim for compensation. Where compensation has to be paid to satisfy the company’s creditors, the directors’ obligation is not abrogated on account of the fact that they acted in compliance with a resolution passed by the shareholders.
(4) Claims based on the aforementioned provisions become statute-barred after five years.
Author & Law firm
Thümmel, Schütze & Partner
Urbanstraße 7
70182 Stuttgart
Germany
Fax:+49 (0)711.16 67-290
Thümmel, Schütze & Partner is a law firm specializing in commercial law with four locations in Germany and one office in Asia. Since its foundation in Stuttgart in 1973, the firm has grown steadily and now comprises over 50 lawyers and two notaries.
We are consultants and partners to companies and entrepreneurs. The client is our focus, and our goal is to achieve the best possible result in the client's interest - practically implementable and legally sound.
Our clients include listed companies as well as medium-sized family businesses, as well as associations and the public sector. Our main sectors are banks and insurance companies, the automotive supply industry, mechanical and plant engineering, media companies, the pharmaceutical industry and the construction and real estate industry. In addition, we increasingly advise managers individually on increasingly strict legal requirements and growing liability risks.
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Urbanstraße 7 | Kurfürstendamm 31 | Käthe-Kollwitz-Ufer 83 | Eschersheimer Landstraße 10 | 80 Anson Road |
70182 Stuttgart | 10719 Berlin | 01309 Dresden | 60322 Frankfurt/Main | #24-02 Fuji Xerox Towers |
T:+49 (0)711.16 67-0 | T:+49 (0)30.8 87 17-00 | T:+49 (0)351.4 99 14-14 | T:+49 (0)69.95 91 35-0 | Singapur 079907 |
Fx:+49 (0)711.16 67-290 | Fx:+49 (0)30.8 85 00-75 | Fx:+49 (0)351.4 99 14-99 | Fx:+49 (0)69.95 91 35-30 | T:+65 65 35 31 12 |
stuttgart@tsp-law.com | berlin@tsp-law.com | dresden@tsp-law.com | frankfurt@tsp-law.com | Fx:+65 65 34 31 00 |
With our branch in Singapore and as a member of TerraLex with partner firms in all major markets around the world, we offer a global consulting approach. We have proven long-standing expertise in cross-border legal transactions, particularly in Western and Southern Europe, South and Southeast Asia and the USA – where we also work together with the law firm Cozen O' Connor.
To Commentary for lawyers
on Section § 43 Haftung der Geschäftsführer
Relevance for legal relations