(1) An action for avoidance may be brought against a resolution adopted as to the appropriation of the net income also on the grounds, besides those set out in section 243, of the general meeting allocating amounts from the net income to retained earnings or carrying amounts forward as profits that are not, according to the law or the by-laws, precluded from being distributed among the stockholders, and this having been done in spite of the fact that so allocating the amounts or carrying them forward is not necessary, when the matter is assessed while applying prudent business judgment, to secure the viability and resilience of the company for a foreseeable period of time in terms of economic and financial requirements, meaning that no profits can be distributed among the stockholders in the amount of at least four per cent of the capital stock reduced by the contributions not yet called in.
(2) Sections 244 to 246 and sections 247 to 248a apply to the action for avoidance. The period for avoidance commences running on the date on which the resolution is adopted also in those cases in which the annual financial statements are to be audited anew pursuant to section 316 (3) of the Commercial Code. Stockholders have authority to bring an action for avoidance pursuant to subsection (1) only if their shares, taken together, are at least equivalent to one twentieth of the capital stock or to a stake of 500,000 euros.