(1) The claims pursuant to section 25 (1) and (2) may be asserted only by a special representative. The court having jurisdiction at the seat of a legal entity being acquired is to appoint such a representative upon a corresponding petition having been filed by a holder of shares or by a creditor of said legal entity. Creditors will be entitled to file such a petition only if they are unable to obtain satisfaction of their claims from the acquiring legal entity. The appeal is an available remedy against the decision taken.
(2) The representative, while making reference to the purpose of his or her appointment, is to demand that the holders of shares in the affected legal entity being acquired and the creditors of same file their claims pursuant to section 25 (1) and (2) within a reasonable time limit amounting, in general, to no less than one month. Notice of such demand is to be given by publication in the Official Gazette (Bundesanzeiger) and, if the articles of association, the partnership agreement, or the by-laws have stipulated that the public notices of the legal entity being acquired are to be made in other publications, notice of the demand is to be published therein as well.
(3) The representative is to use the amount obtained from the assertion of the claims of a legal entity being acquired to satisfy the claims of the creditors of this legal entity, unless the claims of the creditors have been satisfied by the acquiring legal entity or unless the acquiring legal entity has provided security to said creditors. The provisions on distribution that are to be applied in the event of a legal entity being wound up that has the legal structure of the legal entity being acquired apply accordingly to the distribution. Creditors and holders of shares who have failed to file their claims in due time will not be considered in the distribution.
(4) The representative is entitled to reimbursement of his or her reasonable cash expenditures and to remuneration for his or her activities. The court determines the expenditures and the remuneration. At its sole discretion and based on the overall circumstances of the individual case concerned, the court determines the scope in which the expenditures and the remuneration are to be borne by the holders of shares and the creditors respectively involved. The appeal is an available remedy against the decision taken; the appeal on points of law is ruled out. Compulsory enforcement in accordance with the Code of Civil Procedure may be pursued upon the decision having become final and binding.