(1) Where it is intended for stockholders to make contributions that do not consist of paying in the issue price of the shares (contributions in kind), or where it is intended for the company to acquire facilities or other assets that already exist or that are yet to be created (acquisitions of assets), the by-laws must specify the following: the object of the contribution in kind or of the acquisition of assets, the person from whom the company is acquiring such object, and the nominal amount – in the case of no-par-value shares: the number – of the shares of stock to be allotted for the contribution in kind, or the remuneration to be granted for the acquisition of assets. Where the company is intended to acquire an asset for which remuneration is granted that it is intended to net against the contribution made by a stockholder, this is considered a contribution in kind.
(2) Contributions in kind or acquisitions of assets may consist only of such assets the economic value of which it is possible to establish; obligations to provide services cannot serve as contributions in kind or acquisitions of assets.
(3) Where the cash contribution made by a stockholder, when seen in economic terms and by reason of an arrangement made in the context of the acquisition of the cash contribution, is to be assessed as a contribution in kind, either as a whole or in part (hidden contribution in kind), this will not release the stockholder from the obligation to make a contribution. However, the contracts concluded for the contribution in kind and the legal transactions serving their implementation are not ineffective. The value of the asset as given at the time an application is filed with the Commercial Register for entry of the company in same, or at the time at which the asset is made available to the company should this be later, will be set off from the continuing duty of the stockholder to make a cash contribution. Such set-off is not to be performed prior to the company’s having been entered in the Commercial Register. It is incumbent on the stockholder to prove that the asset is of sound value.
(4) If an agreement has been made with the stockholder prior to the contribution having been made, according to which the stockholder is to receive performance that is tantamount, in economic terms, to repayment of the contribution, and this performance is not to be adjudged a hidden contribution in kind within the meaning of subsection (3), then this will release the stockholder from their obligation to make a contribution only in those cases in which the performance is covered by a fully recoverable claim to restitution that is due at any point in time, or that may become due by the company issuing a termination with immediate effect. Such performance, or the agreement of such performance, is to be set out in the application for registration pursuant to section 37.
(5) Section 26 (4) applies to the amendment of specifications that have been made in a legally effective manner, while section 26 (5) applies to the cancellation of the determinations made in the by-laws.