(1) The representative body of a company being acquired is to file an application with the register maintained at the seat of the company for entry in same of the fact that the pre-requisites for the cross-border merger relevant to said company have been met.
(2) Section 16 (2) and (3) and section 17 apply accordingly with the proviso that copies of the following are to be attached in addition to
1. the application for entry in the register: any comments as defined in section 308 (1) sentence 2 no. 4 and
2. the uniform report or the report for the employees: any statement of position as defined in section 310 (3).
(3) The members of the representative body are to give an assurance that
1. the security offered under section 307 (2) no. 14 was provided to the creditors,
2. the rights of the employees under section 308 (1) sentence 2 no. 4 letter (b) as well as under section 310 (1) and (3) have been respected,
3. proceedings to be implemented for purposes of negotiating the future co-determination in accordance with the provisions implementing Article 133 (3) and (4) of Directive (EU) 2017/1132 already have been initiated or that the management of each of the companies involved have decided to be directly subject to the standard rules of said Directive without any prior negotiation,
4. the company being acquired is not insolvent, its insolvency is not imminent and it is not insolvent as defined in section 17 (2), section 18 (2) or section 19 (2) of the Insolvency Code (Insolvenzordnung – InsO).
If it is impossible to give the assurance under sentence 1 no. 4, then the representative body is to inform which of the constituent elements set out therein apply and whether a request to open insolvency proceedings has been filed or insolvency proceedings have been opened. Once insolvency proceedings have been opened, this duty is incumbent on the insolvency administrator; if a provisional insolvency administrator has been appointed and a general prohibition of disposal has been imposed on the debtor, then this duty is incumbent on the provisional insolvency administrator.
(4) The representative body informs the court maintaining the register of the following:
1. the number of employees as at the time the draft terms of merger were completed,
2. the number of subsidiaries and their respective geographic locations
3. the existence of liabilities owed to public bodies.
(5) The court competent under section 314 (5) notifies the court maintaining the register, upon request, whether a claim to provision of security was asserted in court within the time limit stipulated in section 314 (3).