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Section 191

Merger with investment stock corporations with variable capital

(1) Sections 181 to 190 apply correspondingly to the merger of 1. a collective investment fund into an investment stock corporation with variable capital, or into a sub-fund of an investment stock corporation with variable capital, 2. a sub-fund of an investment stock corporation with variable capital into another sub-fund of the same investment stock corporation, 3. a sub-fund of an investment stock corporation with variable capital into another investment stock corporation with variable capital, or into a sub-fund of another investment stock corporation with variable capital, and 4. a sub-fund of an investment stock corporation with variable capital into a collective investment fund or into an EU UCITS.
(2) Sections 183 to 190 apply correspondingly to the merger of an EU UCITS into a UCITS investment stock corporation, or into a sub-fund of a UCITS investment stock corporation.
(3) The provisions of the Conversion Act on merger apply to cases of the merger of an investment stock corporation with variable capital into another investment stock corporation with variable capital, into a sub-fund of an investment stock corporation with variable capital, into a collective investment fund, or into an EU UCITS, insofar as nothing else follows from the correspondingly applicable sections 167, 182, 188, and 189(2) to (5), and section 190. In other respects, the national law applicable to the transferring EU UCITS applies, in accordance with Articles 40 to 42, 45, and 46 of Directive 2009/65/EC.
(4) The articles of association of an investment stock corporation with variable capital may not require more than 75 percent of the votes actually cast by the shareholders present or represented at the general meeting for shareholder consent to a merger.
(5) For internally managed investment stock corporations with variable capital, in accordance with the requirements of section 188, the costs of a merger may not be attributed to the investment shareholders.

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