(1) Members of the supervisory board who have been elected by the general meeting without the latter having been bound by nominations may be removed from office prior to expiry of their term. The resolution adopted requires a majority comprising, at a minimum, three quarters of the votes cast. The by-laws may stipulate a greater majority ratio and may impose further requirements.
(2) A member of the supervisory board delegated to the supervisory board by reason of the by-laws may be removed from office at any point in time by the party entitled to delegate representatives and may be replaced by a different member. Where the pre-requisites of the by-laws for the right to delegate representatives have ceased to exist, the general meeting may remove the delegated member from office by a simple majority of the votes cast.
(3) Upon the supervisory board filing a corresponding petition, the court is to remove a member of the supervisory board from office if grave cause is given in the person of that member. The supervisory board is to adopt a resolution by simple majority on whether or not to file such a petition. Where the member of the supervisory board has been delegated to same on the basis of the by-laws, also those stockholders may file such petition whose shares of stock, in the aggregate, are at least equivalent to one tenth of the capital stock, or to a stake of 1 million euros. A complaint may be lodged against the decision taken.
(4) For the removal from office of members of the supervisory board who were neither elected by the general meeting without being bound by a nomination, nor delegated to the supervisory board on the basis of the by-laws, the following applies, besides subsection (3) hereof: the Employee Co-Determination Act, the Act on Co-determination in the Coal, Iron and Steel Industry, the Supplementary Co-determination Act, the Act on One-Third Employee Representation in the Supervisory Board, the Act on the Involvement of Employees in a European Company (SE-Beteiligungsgesetz – SEBG), the Act on Employee Co-Determination in the Case of a Cross-Border Merger, and the Act on Employee Co-Determination in the Case of a Cross-Border Change of the Legal Form or of a Cross-Border Division.
(5) The provisions applying to the removal from office of the member of the supervisory board for whom the substitute member has been appointed apply to the removal from office of that substitute member.