[eu]cite

Home› Securities & Investment Funds› AktG (EN)

Part 4 · Expulsion of minority stockholders › Section 327c

Preparations for the general meeting

(1) The notice to be published on the transfer as an item of business set out in the agenda is to set out the following particulars:

1.  the business name and seat of the principal stockholder, in the case of natural persons their name and address;

2.  the cash settlement determined by the principal stockholder.

(2) The principal stockholder is to submit a written report to the general meeting presenting the pre-requisites for the transfer and explaining and justifying the appropriateness of the cash settlement. One or several expert auditors are to audit the appropriateness of the cash settlement. The court will select and appoint them upon a corresponding petition having been filed by the principal stockholder. Section 293a (2) and (3), section 293c (1) sentences 3 to 5 and (2) as well as sections 293d and 293e are to be applied accordingly.

(3) From the time onwards at which the general meeting is convened, the following documents are to be kept available at the company’s business premises for inspection by the stockholders:

1.  the draft resolution as to the transfer;

2.  the annual financial statements and the management reports for the last three financial years;

3.  the report submitted by the principal stockholder pursuant to subsection (2) sentence 1;

4.  the report on the audit submitted in accordance with subsection (2) sentences 2 to 4.

(4) Upon a corresponding demand being made, copies of the documents designated in subsection (3) are to be provided to each stockholder without undue delay and at no charge.

(5) The obligations pursuant to subsections (3) and (4) are not applicable if the documents designated in subsection (3) are kept accessible, for the same period of time, on the company website.

←→ also move between sections