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Part 3 · Legal relationships of the company and of the shareholders › Section 54

Principal obligation of stockholders

(1) The obligation of the stockholders to make contributions is limited by the issue price of the shares of stock.

(2) Unless the by-laws specify contributions in kind, the stockholders are to pay in the issue price of the shares of stock.

(3) The amount called in prior to application for entry of the company in the register may only be paid in in legal tender or by crediting the amount to an account maintained by the company or the management board, with a credit institution or an enterprise pursuing activities governed by section 53 (1) sentence 1 or section 53b (1) sentence 1 or (7) of the Banking Act (Kreditwesengesetz – KWG), such that it is available to be disposed over by the management board at its discretion. Receivables of the management board resulting from these payments towards the contributions are considered receivables of the company.

(4) The company’s claim to having the contributions made will become statute-barred 10 years after it has arisen. Where insolvency proceedings are opened for the company’s assets, the prescription will not commence prior to the expiry of six months after the time at which said proceedings were opened.

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