Commercial Code

Original Language Title: Handelsgesetzbuch

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Commercial Code

Unofficial table of contents

HGB

Date of completion: 10.05.1897

Full quote:

" Handelsgesetzbuch in the revised version published in the Federal Law Gazette III, outline number 4100-1, the latest by Article 190 of the regulation of 31 August 2015 (BGBl. I p. 1474).

Status: Last amended by Art. 190 V v. 31.8.2015 I 1474

For more details, please refer to the menu under Notes

Footnote

(+ + + Text proof applicable: 1.1.1981 + + +) 
(+ + + measures due to EinigVtr Annex I, chap. III D III No 1
to apply more closely. § 1 (1) (4) (a) G v. 19.4.2006 I 866, 891
(BMJDimension FiscalG) mWv 25.4.2006
and on the basis of EinigVtr Annex I, chap. VIII A III No. 2 no longer
shall apply to the Art. 109 No. 3 Buchst. a DBuchst. aa
G v. 8.12.2010 I 1864 mWv 15.12.2010 + + +)
(+ + + For application
cf. Art. 75 HGBEG + + +)
(+ + + For application
cf. § 124 para. 1 sentence 2 KAGB u. Section 149 (1) sentence 2 KAGB + + +)
(+ + + For application d. Section 8b (3), first sentence, No. 1
cf. § § 45 (4) KAGB + + +)
(+ + + For non-application d. § § 132 to 135
cf. Section 10 (5) KredWG + + +)
(+ + + For application d. Section 133 (2)
cf. Section 161 (1) sentence 3 KAGB + + +)
(+ + + For application d. Section 147
cf. § 129 para. 2 sentence 2 KAGB u. Section 154 (2) No. 2 of the KAGB + + +)
(+ + + For application d. § 264 (1) sentence 4, para. 3 and 4
cf. § 46 sentence 2 KAGB u. § 135 para. 2 sentence 2 KAGB + + +)
(+ + + For application d. Section 264b
cf. § 46 sentence 2 KAGB u. § 135 para. 2 sentence 2 KAGB + + +)
(+ + + For application d. Section 325 (1) sentence 1 and 7, para. 2 to 2b, 5 u. 6
cf. § 160 Abs 1 KAGB + + +)
(+ + + For application d. § 328
cf. § 160 para. 1 KAGB + + +)
(+ + + For application d. Section 329 (1), (2) and 4
cf. § 160 para. 1 KAGB + + +)
(+ + + For application d. § 335
cf. § 160 para. 1 KAGB + + +)
(+ + + For the first application d. Section 335a (3)
cf. Art. 70 (3) sentence 2 HGBEG + + +)
(+ + + For the first time, d. Section 331 (3) and 3a and Section 342b (2) sentence 1
cf. Art. 62 HGBEG + + +)
(+ + + For application d. Section 335 (5) sentence 11 and 12
cf. Art. 66 (6) HGBEG + + +)
(+ + + On expiry of the external force d. Section 335 (5) sentence 11 and 12
cf. Art. 66 (6) HGBEG + + +)
(+ + + Official notes of the norm provider on EC law:
Implementation of the
ERL 38/2003 (CELEX Nr: 32003L0038)
ERL 51/2003 (CELEX Nr: 32003L0051)
ERL 65/2001 (CELEX Nr: 32001L0065) V v. 4.12.2004 I 3166
Implementation of the
ERL 58/2003 (CELEX Nr: 32003L0058)
ERL 109/2004 (CELEX Nr: 32004L0109) V v. 10.11.2006 I 2553
Implementation of the
EGRL 65/2001 (CELEX Nr: 32001L0065)
ERL 51/2003 (CELEX Nr: 32003L0051)
EGRL 43/2006 (CELEX Nr: 32006L0043)
ERL 46/2006 (CELEX Nr: 32006L0046) G v. 25.5.2009 I 1102
Implementation of the
EURL 6/2012 (CELEX Nr: 32012L0006) cf. G v. 20.12.2012 I 2751 + + +)

Entered into force on 1.1.1900 gem. Art. 1 (1) EGHGB 4101-1 and Others Art. 1 EGBGB 400-1; § § 59 to 64 u. 66 to 83 entered into force on 1.1.1898 gem. Art. 1 (2) EGHGB 4101-1

First book
Trade status

First section
Merchants

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§ 1

(1) The merchant within the meaning of this Code is who operates a trading business. (2) Commerce is any commercial enterprise, unless the enterprise does not require, in the manner or scope, a commercial operation established in a commercial manner. Unofficial table of contents

§ 2

A commercial enterprise whose commercial enterprise is not already in accordance with Article 1 (2) of the German trade and commerce industry shall be regarded as a trading business within the meaning of this Code if the company of the company is registered in the commercial register. The trader is entitled, but not obliged, to bring about the registration in accordance with the rules applicable to the registration of commercial firms. If the registration is carried out, the company shall also be deleted at the request of the entrepre, unless the condition of section 1 (2) has occurred. Unofficial table of contents

§ 3

(1) The provisions of § 1 shall not apply to the operation of agriculture and forestry. (2) For a country or forestry company which requires, in the manner and scope, a commercial business established in a commercial manner, § 2 shall apply with the proviso that after registration in the commercial register a deletion of the company takes place only in accordance with the general regulations which apply to the erasure of commercial companies. (3) If the operation of the agricultural or forestry industry is A company which only has a subsidiary sector of the agricultural or forestry sector In the case of an undertaking, the undertakings operated by the subsidiary industry shall be subject to the provisions of paragraphs 1 and 2. Unofficial table of contents

§ 4

(dropped) Unofficial table of contents

§ 5

If a company is registered in the commercial register, it cannot be claimed that the commercial business is not a commercial sector, as compared to the one which is based on the registration. Unofficial table of contents

§ 6

(1) The rules laid down by the merchants shall also apply to the trading companies. (2) The rights and obligations of an association, to which the law, irrespective of the subject matter of the undertaking, is the property of a merchant shall remain unaffected, even if the conditions set out in § 1 (2) do not exist. Unofficial table of contents

§ 7

The provisions of the public law, which exclude the power to operate, or which are subject to certain conditions, do not apply to the application of the provisions of this Code relating to merchants. touched.

Second section
Trade registers; business registers

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§ 8 Trade Register

(1) The commercial register shall be electronically controlled by the courts. (2) Other data collections may not be placed on the market by use or addition of the name "commercial register". Unofficial table of contents

Section 8a Articles of entry in the Commercial Register; Regulation empowerment

(1) An entry into the commercial register shall take effect as soon as it is recorded in the data storage medium intended for commercial register entries and can be reproduced in a legible form on a continuous basis. (2) The National Governments shall be empowered to adopt, by means of a legal regulation, more detailed provisions on the electronic management of the trade register, the electronic declaration, the electronic filing of documents and the storage thereof, to the extent that: not by the Federal Ministry of Justice and for consumer protection pursuant to section 387 (2) of the Law on the procedure in family matters and in the matters of voluntary jurisdiction will be enacted. In doing so, they may also determine the details of the data transfer as well as the form of electronic documents to be transmitted in order to ensure the suitability for the processing by the court. The state governments can transfer the authorization to the Land Justice Administrations by means of a legal regulation. Unofficial table of contents

Section 8b Business register

(1) The Business Register shall be conducted electronically, subject to a regulation pursuant to Section 9a (1) of the Federal Ministry of Justice and for Consumer Protection. (2) The website of the Business Register shall be accessible to:
1.
Entries in the commercial register and the publication thereof and documents submitted to the commercial register;
2.
Documents submitted in the Register of Cooperatives and their notice and documents submitted to the Register of Cooperatives;
3.
Entries in the Partnership Register and the publication thereof and documents submitted to the Partnership Register;
4.
Documents of the accounts in accordance with § § 325 and 339 as well as documents according to § 341w, insofar as they were made known;
5.
company-legal notices in the Federal Gazette;
6.
Entries published in the Shareholders ' Forum pursuant to Section 127a of the German Stock Corporation Act;
7.
Publications of companies under the Securities Trading Act or the German Securities Act (Bundesanzeiger), of tenderers, companies, boards and supervisory boards in accordance with the German Securities Acquisition and Takeover Act in the Federal Gazette, as well as publications in the Federal Gazette according to the German Stock Exchange Regulation (IPO);
8.
Notices and publications of capital management companies and externally managed investment companies, in accordance with the Capital Investment Code, the Investment Act and the Investment Tax Act in the Federal Gazette;
9.
Publications and other information provided to the public in accordance with § § 2b, 15 para. 1 and 2, § 15a (4), § 26 (1), § 26a, 29a para. 2, § § 30e, 30f paragraph 2, § 37v para. 1 bis § 37x para. 1, § § 37y, 37z para. 4 and § 41 para. 4a the Securities Trading Act provided that the publication is not already entered in the business register via point 4 or point 7;
10.
Notices to the Bundesanstalt für Finanzdienstleistungsaufsicht (Bundesanstalt für Finanzdienstleistungsaufsicht) on capital market law, provided that the publication itself is not already entered in the business register via point 7 or point 9;
11.
Notices of insolvency courts in accordance with § 9 of the Insolvency Code, with the exception of proceedings after the ninth part of the insolvency order.
(3) For the purpose of recruitment to the business register, the following shall be transmitted to the business register:
1.
the data referred to in paragraph 2 (4) to (8) and the balance sheets by the operator of the Federal Gazette, which are deposited by a micro-capital company in accordance with Article 326 (2);
2.
the data referred to in paragraph 2 (9) and (10) by the person responsible for publication or by the third party responsible for the publication of the publication.
The Land Justice Administrations shall transmit the data referred to in paragraphs 1 to 3 and 11 to the Business Register, to the extent that the transmission is necessary for the opening of access to the original data via the website of the Business Register. The Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) supervises the transmission of the publications and other information made available to the public in accordance with § § 2b, 15 (1) and (2), § 15a (4), § 26 (1), § 26a, 29a (1). 2, § § 30e, 30f (2), § 37v (1) to § 37x (1), § § 37y, 37z (4) and § 41 (4a) of the Securities Trading Act (Securities Trading Act) to the Business Register for storage and may take orders that are appropriate and necessary for their enforcement. The Bundesanstalt may make the necessary transmission of the publications referred to in the third sentence, the information provided to the public and the communication at the expense of the person who is subject to the obligation, if the obligation to communicate does not, not is correct, not complete or not fulfilled in the prescribed manner. § 4 (3) sentences 1 and 3, para. 7, 9 and 10, § 7 and § 8 of the German Securities Trading Act (Wertpapierhandelsgesetz) are applicable to the monitoring activities of the Bundesanstalt. (4) The management of the business register closes the issue of printouts as well as the Certification in accordance with § 9 (3) and (4) with regard to the accounting documents stored in the business register, as referred to in paragraph 2 (4). The same shall apply to the electronic transmission of documents submitted to the commercial register in accordance with Section 9 (2), insofar as the application relates to accounting documents within the meaning of paragraph 2 (4); § 9 (3) applies accordingly.

Footnote

(+ + + § 8b: For application, see Art. 75 (3) HGBEG + + +) (+ + + § 8b (3) sentence 1 No. 1: For application, see Section 45 (4) of the KAGB + + +) Unofficial table of contents

Section 9 Insight in the Commercial Register and the Business Register

(1) The inspection in the commercial register and in the documents submitted to the commercial register is permitted for information purposes for any purpose. The State Justice Administrations determine the electronic information and communication system, via which the data from the trade registers can be called up, and are responsible for the handling of the electronic retrieval procedure. The State Government may regulate jurisdiction by way of derogation from the law; it may transfer this authorisation to the Land Justice Administration by means of a legal regulation. The countries can designate a transnational central electronic information and communication system. You may also agree to transfer the resolution tasks to the competent authority of another country and to the operator of the business register to transfer the resolution tasks to the business register. (2) Are documents only available in paper form, the electronic transmission may be required only for such documents which have been submitted to the commercial register less than ten years before the date of application. (3) The conformity of the transmitted Data relating to the contents of the trade register and the contents of the trade register the documents submitted shall be certified by the Court of First Instance on request. For this purpose, a qualified electronic signature is to be used in accordance with the Signature Act. (4) An expression may be required of the entries and the documents submitted. A copy of the documents submitted to the commercial register, which are only available in paper form, may be required. The copy is to be certified by the office and the expression is to be made as an official expression, if the certification is not waived. (5) The court must, on request, issue a certificate to the effect that, in respect of the (6) For inspection in the business register, the first sentence of the first sentence of paragraph 1 shall apply mutadenly. Applications in accordance with paragraphs 2 to 5 may also be submitted to the Court of First Instance through the Business Register. The inspection of the balance sheet of a micro-capital company (§ 267a), which has been exercised by the law pursuant to § 326 (2), shall only be made upon request by the transmission of a copy. Unofficial table of contents

§ 9a Transfer of the management of the business register; authorisation of the regulation

(1) The Federal Ministry of Justice and Consumer Protection is authorized to delegate the tasks of § 8b (1) to a legal person of private law by means of a regulation with the consent of the Federal Council. The Beliehene acquires the position of a federal judicial authority. In order to produce credentials, the Beliehene carries out a seal of service; for more details, please refer to the legal regulation according to the first sentence of the first sentence. The duration of the order shall be limited to five years and shall be subject to termination rights for important reasons. A private law person may only be borrowed if it has fundamental experience of publishing capital market information and judicial communications, in particular commercial register data, and if it has a (2) The Federal Ministry of Justice and Consumer Protection is authorized to provide the necessary technical and financial resources to ensure the long-term and safe operation of the Business Register. Legal Regulation with the consent of the Federal Council Details of the To regulate the transmission of data between the authorities of the countries and the business register, including specifications on data formats. The Federal Ministry of Justice and Consumer Protection is authorized to set up the technical details by means of a legal regulation without the consent of the Federal Council. and management of the business register, details of the transfer of data, including specifications on data formats other than those referred to in paragraph 2, deletion periods for the data stored in the business register, monitoring rights of the Bundesanstalt für Finanzdienstleistungsaufsicht (Federal Financial Supervisory Authority) Business registers with regard to the transmission, recruitment, management, processing and retrieval of data on capital market data, including cooperation with officially appointed storage systems of other Member States of the European Union Union or other States Parties to the Agreement on the European Economic Area in the framework of the establishment of a Europe-wide network between the storage systems, the admissibility and the nature and extent of the provision of information services to the Company registers stored data on the data stored by the The management of the business register shall go beyond the scope of this Act. In so far as regulations are made which touch on capital market law data, the legal regulation according to the first sentence is to be adopted by agreement with the Federal Ministry of Finance. The legal regulation referred to in the first sentence shall take due account of the legitimate interest of the undertakings in the exclusion of the appropriate use of the data stored in the register. Unofficial table of contents

Section 9b European System of Register Networking; authorizing the Regulation

(1) The entries in the commercial register and the documents submitted to the commercial register, as well as the accounting documents in accordance with § 325, shall be as far as they relate to capital companies or branches of capital companies which are the subject of the The right of another Member State of the European Union or of another Contracting State to the Agreement on the European Economic Area shall also be accessible via the European Judicial Portal. For this purpose, the national justice administrations shall transmit the data of the trade register and the operator of the business register shall transmit the data of the accounting documents to the central European platform referred to in Article 4a (1) of the Directive 2009 /101/EC of the European Parliament and of the Council of 16 September 2009 on the coordination of safeguards which, in the interests of the members of companies within the meaning of Article 54 (2) of the Treaty, are in the Member States ' as well as by third parties, in order to ensure that these provisions are equivalent (1) 11), as last amended by Directive 2013 /24/EU (OJ L 268, 18.10.2013, p. 365), to the extent that the transmission is necessary for the opening of access to the original data on the search service on the website of the European judicial portal. (2) The register court, in which the The register sheet of a capital company or branch of a capital company within the meaning of the first sentence of paragraph 1 shall be part of the exchange of information between the registers of the central European platform. To this end, a single European identifier shall be assigned to the capital companies and branches of capital companies within the meaning of the first sentence of paragraph 1. The Register Court shall, in accordance with the following paragraphs, transmit to the Central European Platform the information on:
1.
the registration of the opening, cessation or termination of insolvency proceedings on the assets of the company;
2.
the registration of the dissolution of the company and the registration of the liquidation or settlement or the continuation of the company;
3.
the erasure of society and
4.
the effective application of a merger under Section 122a of the Transformation Act.
(3) The State Justice Administrations shall designate the electronic information and communication system through which the data shall be made available from the commercial register (paragraph 1) and shall be transmitted between the registers in the context of the exchange of information; and shall be received (paragraph 2), and shall be responsible, subject to the responsibility of the operator of the business register referred to in the second sentence of paragraph 1, for the handling of the data traffic referred to in paragraphs 1 and 2. The Federal Ministry of Justice and Consumer Protection is authorized to adopt the necessary provisions by means of a decree-law with the consent of the Federal Council.
1.
the structure, allocation and use of the single European identifier;
2.
the scope of the obligation to provide information in the context of the exchange of information between the registers and the list of data to be transmitted;
3.
the details of the electronic data traffic referred to in paragraphs 1 and 2, including specifications on data formats and methods of payment, and
4.
the date of the first data transmission.
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Section 10 Announcement of the entries

The Court of First Instance makes the entries in the Commercial Register in the electronic information and communication system determined by the Regional Court of Justice in the chronological order of its registration by order of days; § 9 (1) sentence 4 and 5 shall apply accordingly. Unless a law prescries otherwise, the entries will be published in their entirety. Unofficial table of contents

Section 11 Disclosure in the official language of a Member State of the European Union

(1) The documents to be submitted to the commercial register, together with the content of an entry, may also be forwarded in each official language of a Member State of the European Union. The translations shall be indicated in an appropriate manner. § 9 shall be applicable accordingly. (2) In the event of a deviation from the original version of a translation, the latter may not be held against a third party; however, the latter may rely on the translation submitted, unless: the registered person proves that the original version was known to the third party. Unofficial table of contents

§ 12 Registrations for registration and submissions

(1) Registrations for entry in the Commercial Register shall be submitted electronically in a publicly certified form. The same form is required for a full power to register. The certificate of a notary may be filed in place of the power of attestation in accordance with § 21 (3) of the Bundesnotarordnung. The legal successor of a participant has to prove the legal succession through public documents as far as possible. (2) Documents are to be submitted electronically. Where a document or a simple copy is to be submitted or the document is in writing, the transmission of an electronic record is sufficient; is a notarised document or a publicly certified copy; , a document provided with a simple electronic certificate (§ 39a of the Beurkundungsgesetz) must be submitted. Unofficial table of contents

§ 13 branches of enterprises with registered offices in Germany

(1) The establishment of a branch shall be carried out by a single trader or legal person in the court of the principal place of business, by a commercial company in the court of the registered office of the company, specifying the place and the place of residence of the company. the domestic business address of the branch and of the addition, if the company is attached to the branch, to register for registration. In the same way, subsequent changes to the facts to be entered in the branch shall be notified. (2) The competent court shall bear the branch on the register of the principal place of business or of the registered office, indicating the Place and the domestic business address of the branch and of the supplement, if the company of the branch is accompanied by such a branch, unless the branch is obviously not established. (3) The paragraphs 1 and 2 shall apply mutagentily to the repeal of the branch. Unofficial table of contents

§ § 13a to 13c (omitted)

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§ 13d seat or principal place of business abroad

(1) If the principal place of business of an individual businessman or legal person or the registered office of a commercial company is located abroad, all applications, submissions and registrations relating to a national branch shall be provided for: (2) The registration of the establishment of the branch shall also contain the place and the domestic business address of the branch; is the company of the branch office of the branch of the branch; If an addition is attached to a branch, it shall also be included. (3) shall apply to the notifications, submissions, entries, notices and amendments to be made to the branch of an individual businessman, a commercial company or a legal person, with the exception of: Limited liability companies, limited liability companies on shares and companies with limited liability, the provisions applicable to the principal branches or branches at the company's registered office, unless the foreign law is Deviations are necessary.

Footnote

(+ + + § 13d: For application cf. Section 68 (1) VAG 2016 + + +) Unofficial table of contents

§ 13e branches of capital companies with registered offices abroad

(1) For branches of public limited liability companies and companies with limited liability with registered offices abroad, the following provisions shall apply in addition to § 13d. (2) The establishment of a branch of a joint-stock company shall be governed by the The Board of Management, the establishment of a branch of a limited liability company shall be notified by the managing directors for entry in the Commercial Register. In the case of registration, the existence of the company as such shall be proven. The application shall also contain a domestic business address and the subject matter of the branch. In addition, a person entitled to receive declarations of intent and delivery to the company may be registered with a domestic address for registration in the commercial register; third parties shall be entitled to receive the right to receive them. until it has been deleted in the commercial register and the deletion has been made known, unless the lack of reception authorization was known to the third party. The notification shall also indicate:
1.
the register in which the company is kept and the number of the register entry, provided that the law of the State in which the company is established provides for registration of the register;
2.
the legal form of the company;
3.
the persons empowered to represent, as permanent representatives of the activities of the branch, the company in a judicial and non-judicial way, specifying its powers;
4.
if the company is not subject to the law of a Member State of the European Union or of another Contracting State of the Agreement on the European Economic Area, the law of the State to which the company is subject.
3. The persons referred to in paragraph 2, sentence 5, point 3, shall notify any change to these persons or the power of representation of one of those persons for registration in the commercial register. For the legal representatives of the company apply in relation to the branches § 76 (3) sentence 2 and 3 of the German Stock Corporation Act as well as § 6 para. 2 sentence 2 and 3 of the Act concerning the companies with limited liability according to. (3a) the persons referred to in paragraph 2, sentence 5, point 3, as representatives of the company, may be informed of the declarations of intent and the delivery of documents under the domestic business address of the branch registered in the commercial register. Irrespective of this, the delivery and delivery may also take place under the registered address of the person entitled to receive the reception referred to in the fourth sentence of paragraph 2. (4) The persons referred to in paragraph 2, sentence 5, no. 3, or, if they are not registered, the persons referred to in paragraph 2. The legal representatives of the company have to register the opening or rejection of the opening of insolvency proceedings or similar proceedings concerning the assets of the company for registration in the commercial register. (5) If a company has a number of branches domestiated, the statutes or the Social contract and changes in the company's choice to be submitted only to the commercial register of one of these branches, in accordance with the choice of the company. In this case, the first sentence of paragraph 2 shall be subject to the registration of the registration in the trade registers of the other branches, which register has chosen the company and the number of the registered office shall be entered in the register. (6) The Land Justice Administrations shall ensure that the data of a capital company established abroad, which are received within the framework of the European System of Registry Networking (§ 9b), shall be forwarded to the Register Court, which shall be responsible for: A domestic branch of that company is responsible.

Footnote

(+ + + § 13e: For application cf. Section 68 (1) VAG 2016 + + +) Unofficial table of contents

§ 13f branches of public limited liability companies with registered offices abroad

(1) In addition to the following provisions apply to branches of public limited companies with registered offices abroad. (2) The application is the statutes in a certified copy and, if the statutes are not in German language, Add a certified translation in German. The provisions of Section 37 (2) and (3) of the German Stock Corporation Act shall apply. Insofar as the foreign law does not require a derogation, the provisions of § 23 (3) and (4) and Articles 24 and 25 sentence 2 of the German Stock Corporation Act (Stock Corporation Act) and the provisions of the Articles of Association concerning the composition of the German Stock Corporation Act (AktG) shall be included in the first two years following the registration of the company in the commercial register of its registered office, the information relating to the disclosures in accordance with § § 26 and 27 of the German Stock Corporation Act and the amount of the expenditure of the company shall also be included in the register of the company. Shares as well as the name and place of residence of the founders. (3) The registration of the establishment of the branch shall also have the information in accordance with section 39 of the German Stock Corporation Act and the information provided for in Article 13e (2) sentence 3 bis (4) Amendments to the articles of association of the foreign company shall be notified by the Management Board for registration in the Commercial Register. The provisions of Section 181 (1) and (2) of the German Stock Corporation Act apply mutagenly to the application, unless the foreign law requires deviations. (5) The provisions of § § 81, 263 sentence 1, § 266 (1) and (2), § 273 (1) shall apply otherwise. Article 1 of the German Stock Corporation Act, in so far as the foreign law does not require any deviations. (6) The provisions relating to the establishment of a branch shall apply in accordance with the provisions of this Regulation. (7) The provisions relating to branches of Stock companies with registered offices abroad shall apply mutagenicly to branches of Limited liability companies on shares with registered offices abroad, insofar as the provisions of § § 278 to 290 of the German Stock Corporation Act or the absence of an Executive Board do not give rise to anything else.

Footnote

(+ + + § 13f: For application cf. Section 68 (1) VAG 2016 + + +) Unofficial table of contents

§ 13g branches of companies with limited liability with registered offices abroad

(1) For branches of companies with limited liability with registered offices abroad, the following provisions shall apply in addition. (2) The application shall be the social contract in a certified copy and, if the Social contract is not created in German language, must be accompanied by a certified translation in German. The provisions of Section 8 (1) (2) and (3) and (4) of the Act concerning limited liability companies are to be applied. If the establishment of the branch is declared in the commercial register of its registered office in the first two years following the registration of the company, the application shall also include those referred to in Article 5 (4) of the Act concerning companies. (3) The registration of the establishment of the branch also has the information according to § 10 of the Act concerning the companies with limited liability as well as the information in accordance with § 13e (2) sentence 3 to 5. (4) Changes in the social contract of the foreign company are to be registered by the managing directors for entry in the commercial register. The provisions of § 54 (1) and (2) of the Act concerning companies with limited liability apply to the application in accordance with the provisions of § 54 (1) and (2) of the Act, unless the foreign law requires any deviations. (5) The provisions of § § 39 shall apply otherwise. Article 65 (1) sentence 1, § 67 (1) and (2), § 74 (1) sentence 1 of the Act concerning companies with limited liability, unless the foreign law requires deviations. (6) For the repeal of a branch, the following shall apply: Provisions relating to their establishment shall apply mutatily. Unofficial table of contents

§ 13h Transfer of the seat of a main office in Germany

(1) Where the principal place of business of an individual businessman or a legal person or the registered office of a commercial company is transferred domestiy, the transfer shall be notified to the court of the former principal place of business or of the previous seat. (2) Where the principal place of business or the seat is transferred from the district of the court to the principal place of business or to the former seat, it shall immediately, on its own initiative, transfer it to the court of the new principal place of business or to the new head office Seat to be notified. The notification shall be accompanied by the entries for the principal place of business to date or the seat to date, as well as the documents held by the court responsible to date. The court of the new head office or of the new seat shall have to examine whether the principal place of establishment or the seat is laid down properly and paragraph 30 is complied with. If this is the case, the transfer shall be entered and the entries notified to it shall be transferred to its commercial register without further examination. The registration shall be notified to the court of the principal place of business so far or of the previous seat. (3) If the principal place of business or the registered office is transferred to another place within the district of the court of the previous principal place of establishment or the previous seat, the The Court of First instance shall examine whether the principal place of business or the seat is duly laid down and paragraph 30 is complied with. If this is the case, the transfer shall be carried out. Unofficial table of contents

§ 14

Those who do not comply with their obligation to register or to submit documents relating to the commercial register shall be held by the register court by fixing the penalty payment for this purpose. The individual penalty payment may not exceed the amount of five thousand euros. Unofficial table of contents

§ 15

(1) As long as a fact to be entered in the commercial register is not registered and disclosed, it may not be opposed to a third party by the person in whose affairs it was to be registered, unless it has been made available to him by that person. (2) If the fact has been registered and made known, a third party shall have to be subject to it. This shall not apply in the case of legal acts which are made within fifteen days of the contract notice, provided that the third party proves that he neither knew nor had to know the fact. (3) Is a fact to be considered inaccurate to be made known, a third party may rely on the person in whose affairs the fact was to be registered, unless he knew the incorrectness. (4) For commercial transactions with one in the commercial register. Registered branch of a company having its registered office or In accordance with these provisions, the principal place of business abroad is the registration and publication by the court of the branch of the branch. Unofficial table of contents

Section 15a Public service

In the case of a legal person who is required to register a domestic business address on the commercial register, access to a declaration of intent is not under the registered address or a registered address in the commercial register. The service may be delivered in accordance with the provisions of the Code of Civil Procedure applicable to the public service. The address of a person entitled to receive a grant or of any other domestic address known without an investigation may be provided. The District Court, in whose district the registered domestic business address of the company is located, is responsible. Section 132 of the Civil Code remains unaffected. Unofficial table of contents

§ 16

(1) Where a legally binding or enforceable decision of the court of proceedings makes the obligation to participate in an application to the commercial register or a legal relationship in respect of which an entry has to be made, against one of the parties to the trade register, , the registration of the other parties concerned shall be sufficient for registration in the case of a number of parties involved in the application of the notification. If the decision on which the registration has been made is cancelled, this shall be entered in the commercial register at the request of one of the parties concerned. (2) If the decision of the court of proceedings is final or enforceable by a final or enforceable decision, the decision shall be taken as follows: If an entry is declared inadmissible, the registration shall not be contrary to the opposition of the person who has taken the decision.

Third Section
Trading Company

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§ 17

(1) The company of a merchant is the name under which he operates his business and gives out the signature. (2) A merchant can sue and be sued under his company. Unofficial table of contents

§ 18

(1) The company must be suitable for the identification of the merchant and must have a distinguishing power. (2) The company shall not contain any information which is suitable for business conditions which are essential to the transport prices referred to. mislead. In the proceedings before the register court, the suitability for misleading is only taken into account when it is apparent. Unofficial table of contents

§ 19

(1) The Company shall, even if it is continued in accordance with § § 21, 22, 24 or in accordance with other statutory provisions, contain:
1.
in the case of individual merchants, the term "registered merchant", "registered clergyman" or a generally understandable abbreviation of this designation, in particular "e.K."," e.Kfm. " or "e.Kfr.";
2.
in the case of an open trading company, the name "open trading company" or a generally understandable abbreviation of that name;
3.
in the case of a limited partnership, the term "Kommanditgesellschaft" (Kommanditgesellschaft) or a general abbreviation of this name.
(2) If a natural person is not personally liable in an open trading company or a limited partnership, the company must, even if it is continued in accordance with § § 21, 22, 24 or according to other statutory provisions, a designation , which characterizes the limitation of liability. Unofficial table of contents

§ 20

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Section 21

If the name of the business owner or a shareholder contained in the company is changed without any change to the person, the previous company may be continued. Unofficial table of contents

Section 22

(1) Anyone who acquires an existing trading business in the living or by death may, for the transaction, the previous company, even if it contains the name of the previous business owner, with or without the addition of a successor relationship (2) If the previous business owner or his heir expressly consents to the continuation of the company. (2) If a commercial transaction is based on a consumption, a lease agreement or a similar relationship, the company will continue to apply. , these provisions shall apply mutatily. Unofficial table of contents

Section 23

The company cannot be divaged without the trading business for which it is run. Unofficial table of contents

§ 24

(1) Where a person is admitted to an existing trading business as a shareholder, or if a new shareholder enters into a trading company or fails to do so from such a shareholder, the change may be to the previous company, even if it contains the name of the previous business owner or name of shareholders. (2) In the case of the departure of a shareholder whose name is included in the company, it is necessary to continue with the company the express consent of the shareholder or his heirs. Unofficial table of contents

Section 25

(1) Anyone who continues an acquired trading business under the former company with or without the addition of an additional additive which gives rise to the successor relationship shall be liable for all liabilities of the former company which are based on the business of the transaction. Owner. The claims based on the holding shall be deemed to have been transferred to the debtors as against the acquirer if the previous holder or his heirs have given weight to the continuation of the company. (2) A deviating agreement is a third party (3) If the Company is not continued, the acquirer of a commercial transaction shall be liable for the following: Previous business liabilities only if a specific commitment reason , in particular where the acquisition of the liabilities has been disclosed by the acquirer in a commercially available manner. Unofficial table of contents

Section 26

(1) If the acquirer of the trading business is liable for the prior commercial liabilities on the basis of the continuation of the company or on the basis of the customer referred to in section 25 (3), the former business owner shall be liable for the said transaction. Liabilities only if they are due before the expiry of five years and claims against him are determined in a manner referred to in section 197 (1) (3) to (5) of the Civil Code, or a judicial or administrative In the case of public service obligations, the decree is sufficient for of an administrative act. In the case of section 25 (1), the period begins with the end of the day on which the new owner of the company is entered in the commercial register of the court of the principal place of business, in the case of section 25 (3) with the end of the day on which the takeover shall be made known. § § 204, 206, 210, 211 and 212 (2) and (3) of the Civil Code, which apply to the statute of limitations, must be applied accordingly. (2) A determination in a kind referred to in § 197 (1) (3) to (5) of the Civil Code shall be subject to the following conditions: shall not, in so far as the former business owner has recognised the claim in writing. Unofficial table of contents

§ 27

(1) If a trading business belonging to a remission is continued by the heir, the provisions of § 25 shall apply to the liability of the heir for the previous commercial liabilities. (2) The unlimited liability in accordance with § 25 Paragraph 1 shall not enter into force if the continuation of the business is terminated before the expiry of three months after the date in which the heir has become aware of the seizance of the inheritance. The provisions of Section 210 of the Civil Code, which apply to the limitation period, shall be applicable to the course of the limitation period. If, at the end of the three-month period, the right to discharge the inheritance is not yet lost, the time limit shall not be terminated before the expiry of the time limit for the withdrawal. Unofficial table of contents

§ 28

(1) If a person acting as a personally liable partner or a commercial partner enters the business of an individual businessman, the company shall be liable, even if it does not continue the former company, for all of the operations of the business Liabilities of the former business owner. The claims justified on the holding shall be deemed to have been transferred to the debtors as against the company. (2) A deviating agreement shall be effective against a third party only if it is entered and published in the commercial register. or has been communicated to the third party by a shareholder. (3) If the former business owner becomes a commercial partner and the company is liable for the liabilities incurred in the operation of his business, then the company shall be liable for the limitation of his liability. 26 accordingly, with the proviso that the period specified in Article 26 (1) shall be applied to: the end of the day at which the company is entered in the commercial register. This shall also apply if he/she is acting in the company or in a company that is a shareholder of a company. His liability as a commercial partner remains unaffected. Unofficial table of contents

§ 29

Every businessman is obliged to register his company, the place and the domestic business address of his commercial office with the court in whose district the branch is located, for entry in the commercial register. Unofficial table of contents

§ 30

(1) Each new firm must be clearly distinguished from all firms already present in the same place or in the same municipality and entered in the register of trade or the register of cooperatives. (2) Has a merchant with an already existing company Registered merchant the same first name and the same surname, and he also wants to use his name as his company, he must attach to the company an addition, through which it becomes clear from the already registered company (3) In the place or in the municipality where a branch is established, an identical registered company, the company must be attached to the branch in accordance with the provisions of paragraph 2. (4) The State governments may determine that neighbouring towns or municipalities shall be deemed to be be a place or a municipality within the meaning of those rules. Unofficial table of contents

Section 31

(1) A change of the company or its proprietor, the transfer of the establishment to another location and the change in the domestic business address must be registered in the Commercial Register in accordance with the provisions of § 29. (2) the same applies if the company goes out. If the declaration of the erasure of a registered company cannot be effected on the basis of the provisions referred to in § 14, the court has to register the deletion of its own motion. Unofficial table of contents

Section 32

(1) If the insolvency proceedings are opened on the property of a merchant, this shall be entered in the commercial register from its own account. The same shall apply to:
1.
the repeal of the opening decision,
2.
the appointment of a provisional insolvency administrator if, in addition, a general prohibition on disposal is imposed or ordered by the debtor, that the debtor's dispositions are effective only with the consent of the provisional insolvency administrator; and the repeal of such a safeguard measure;
3.
the arrangement of the debtor's own administration and its cancellation and the arrangement of the need for consent of certain legal transactions of the debtor;
4.
the recruitment and the lifting of the procedure; and
5.
the monitoring of the implementation of an insolvency plan and the lifting of surveillance.
(2) The entries shall not be disclosed. The provisions of § 15 shall not apply. Unofficial table of contents

§ 33

(1) A legal person whose registration has to be entered in the commercial register with regard to the subject matter or to the nature and extent of its commercial operation shall be registered for registration by all the members of the Management Board. (2) The Notification shall be accompanied by the statutes of the legal person and the documents relating to the appointment of the board of directors in original or in public certified copy, and shall also indicate which power of representation shall be made by the members of the Management Board. In the case of registration, the company and the registered office of the legal person shall be the subject of the undertaking, the members of the Executive Board and their representative power. Special provisions of the Articles of Association for the period of time of the company shall also be entered. (3) The establishment of a branch shall be notified by the Management Board. (4) For legal persons within the meaning of paragraph 1, the provision of the § § § 37a accordingly. Unofficial table of contents

Section 34

(1) Any changes to the facts or the statutes to be entered in accordance with § 33 (2) sentence 2 and 3, the dissolution of the legal person if it is not the consequence of the opening of the insolvency proceedings, as well as the persons of the liquidators, their The registration of a change of the liquidators and any change of their representative power shall be declared for entry in the Commercial Register. (2) In the event of the registration of an amendment to the Articles of Association, it is sufficient, unless the change in the second sentence of § 33 (2) sentence 2 and 3 refer to the references to the documents submitted to the Court of First Instance, (3) The registration has to be made by the Management Board or, if the registration is to be made only after the first liquidators have been registered, by the liquidators. (4) The registration of members of the Management Board appointed by the court or In the case of insolvency proceedings, the provisions of Section 32 shall apply. Unofficial table of contents

§ 35 (omitted)

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§ 36

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Section 37

(1) Anyone who uses a company which is not in accordance with the provisions of this section shall be held by the register court for the purpose of omission of the use of the company by the fixing of the order fee. (2) Anyone who is injured in his rights by this shall be held by the register court. that another company uses an unauthorized company, may require that the company should not use the company's use. A claim for damages based on other provisions shall remain unaffected. Unofficial table of contents

Section 37a

(1) In all business letters of the merchant, whatever form which is addressed to a particular recipient, his company, the name in accordance with section 19 (1) (1), the place of his commercial establishment, the register court and the number, must be: (2) The information referred to in paragraph 1 shall not be required in the case of communications or reports which are carried out within the framework of an existing business relationship and for which forms are normally used. in which only the specific individual cases required in individual cases (3) Order notes shall be deemed to be business letters within the meaning of paragraph 1. Paragraph 2 shall not apply to it. (4) If he does not comply with his obligation under paragraph 1, he shall be held by the register court by fixing the penalty payment. Section 14, second sentence, shall apply accordingly.

Fourth Section
Trading books

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§ § 38 to 47b (omitted)

Fifth Section
Prokura and action

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§ 48

(1) Prokura can only be issued by the proprietor of the trading business or its legal representative and only by means of an express declaration. (2) The grant may be granted to several persons in a communal way (total prokura). Unofficial table of contents

§ 49

(1) The Prokura is authorized to conduct all kinds of judicial and extrajudicial transactions and acts which result in the operation of a commercial business. (2) The procuration is only authorized for the sale and the loading of land. if that power is particularly given to him. Unofficial table of contents

§ 50

(1) A limitation of the extent of the Prokura is not effective to third parties. (2) This applies in particular to the restriction that the Prokura may only be used for certain transactions or certain types of business, or only under certain circumstances or for a certain number of transactions. (3) A restriction of the Prokura to the operation of one of several branches of the business owner is only effective in relation to third parties if the branches under different companies are operated. A diversity of firms within the meaning of this provision is also justified by the addition of an addition to a branch of the firm which it refers to as a branch of the branch. Unofficial table of contents

Section 51

The Prokurist has to draw in such a way that he adds his name to the company with an addition to the Prokura. Unofficial table of contents

Section 52

(1) The Prokura shall be revocable at any time without regard to the legal relationship underlying the grant, without prejudice to the right to the contractual remuneration. (2) The Prokura is not transferable. (3) The Prokura shall not be issued by the Prokura. Death of the proprietor of the commercial business. Unofficial table of contents

Section 53

(1) The issuing of the Prokura shall be notified by the proprietor of the trading business for entry in the Commercial Register. If the Prokura is given as a complete prokura, this must also be registered for registration. (2) The Ererase of the Prokura is to be registered in the same way as the issue for registration. Unofficial table of contents

§ 54

(1) Where a person is authorized to operate a commercial business or to take up a particular type of business belonging to a trading industry or to take out individual businesses belonging to a trading business, without the granting of the Prokura, such the authority (power of action) extends to all transactions and legal acts which the holding of such a commercial business or the holding of such transactions usually entails. (2) For the sale or charge of land, for the purpose of committing interchangeable liabilities, for the purpose of receiving loans and In order to conduct the proceedings, the authorized representative is only authorized if such a power is granted to him. (3) Other limitations of the power of action require a third party to be subject only to him if he knew it, or had to know. Unofficial table of contents

§ 55

(1) The provisions of § 54 shall also apply to agents who are representatives of the trade or who, as agents, are entrusted with the task of concluding transactions in the name of the principal outside the establishment of the principal. (2) (3) In order to accept payments, they shall be entitled only if they are authorized to do so. (4) They shall be subject to the following conditions: as authorized, the indication of defects of a product, the declaration that a product is to be , as well as similar statements by which a third party asserts or reserves its rights due to poor performance; they may have the rights to which the entrepre (principal) is entitled to secure the Proof asserted. Unofficial table of contents

§ 56

Those who are employed in a shop or in an open warehouse shall be deemed to be authorized to sell and receive the goods normally carried out in such a store or warehouse. Unofficial table of contents

Section 57

In the case of the drawing, the agent for acting has to abstain from any addition of a prokura; he has to draw with an addition which is expressly stated to the full-duty relationship. Unofficial table of contents

Section 58

The authorised representative cannot transfer his powers of action to another without the consent of the proprietor of the commercial business.

Sixth Section
Action aids and action apprentices

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§ 59

Those who are employed in a trade business for the benefit of commercial services for remuneration (action aid), shall, in so far as they do not have specific agreements on the nature and scope of their services or on the remuneration paid to him, have shall be taken to provide the services corresponding to the use of the local area and to claim the remuneration corresponding to the use of the local area. In the absence of a local use, the circumstances are deemed to have been agreed upon in accordance with the circumstances. Unofficial table of contents

§ 60

(1) Without the consent of the principal, the action aid may not operate a trade business or do business in the commercial branch of the principal for its own or foreign account. (2) The consent to the operation of a commercial business shall be deemed to be If it is known to the principal in the employment of the secret service that he operates the business, and the principal does not expressly agree to the task of the holding. Unofficial table of contents

Section 61

(1) In the event of a failure to act in accordance with § 60 of the obligation to act, the principal may demand compensation for damages; he may, instead, require that the action aid be used for the transactions made for his own account as for the account of the The claims shall be deemed to have been received and the remuneration paid out of transactions for foreign invoice shall be paid out or his entitlement to the remuneration shall be paid. (2) The claims shall apply in three months from the date in which the principal is aware of the claim. obtained from the conclusion of the transaction or obtained without gross negligence; without regard to this knowledge or gross negligence in five years from the conclusion of the business. Unofficial table of contents

Section 62

(1) The principal shall be obliged to set up and maintain the premises and the equipment and equipment intended for the business operation in such a way as to regulate the operation of the business and the working time in such a way as to ensure that the aid for action is taken into account. against a risk to his health, insofar as the nature of the holding allows it to be protected and the maintenance of good morality and decency is secured. (2) If the action aid is included in the domestic community, the Principal in the sight of the living room and bedroom, the catering and the work and (3) To meet those institutions and orders which are necessary with regard to the health, morality and religion of the action. (3) The principal will be given to him in the sight of life and of the The provisions of § § 842 to 846 of the Civil Code, which apply to illegal activities, shall be applied in accordance with the provisions of § § 842 to 846 of the Civil Code. (4) The the principal hereunder are not able to be carried out in advance by The contract shall be repealed or limited. Unofficial table of contents

§ 63

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Section 64

At the end of each month, the payment of the salary to which the action is taken must be made. An agreement under which payment of the salary is to be made later shall be void. Unofficial table of contents

Section 65

If it is to be found that the action assistance for transactions concluded or imparted by it is to be paid commission, the provisions of section 87 (1) and (3) and § § 87a to 87c applicable to the commercial agents shall apply. Unofficial table of contents

§ § 66 to 72 ----

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Section 73

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Section 74

(1) An agreement between the principal and the agents of action, which restricts the remuneration for the period after termination of the service in his commercial activity (prohibition of competition), requires the written form and the handing out (2) The prohibition of competition shall be binding only if the principal is obliged to pay compensation for the duration of the prohibition, which shall be deemed to be valid for the duration of the prohibition. every year of the ban at least half of those of the action are last -related contractual services. Unofficial table of contents

Section 74a

(1) The non-compete obligation shall be non-binding in so far as it does not serve to protect a legitimate business interest of the principal. It shall also be non-binding in so far as, taking into account the compensation granted by the place, time or object, it contains an undue diversion of the progress of the aid. The prohibition cannot be extended to a period of more than two years from the termination of the service. (2) The prohibition is void if the assistant is a minor at the time of the conclusion or if the principal is the Fulfill the promise of honour or similar assurances. The agreement whereby a third party assumes the obligation, in place of the assistant, shall also be void, that the assistant will be limited in his commercial activity after termination of the service. (3) Untouched shall remain the Provisions of § 138 of the Civil Code on the invalidity of legal transactions that violate the good morals. Unofficial table of contents

Section 74b

(1) The compensation to be granted pursuant to § 74 (2) to the agents for action is to be paid at the end of each month. (2) As far as the contractual services to which the person is entitled are in a commission or in other changing references, they are in the calculation of the compensation according to the average of the last three years. If the contract provision governing the remuneration of the termination of the service has not yet passed three years, the approach shall be based on the average of the period for which the provision was in force. (3) Insofar as references to the replacement They shall not be taken into account in particular outlays arising from the provision of services. Unofficial table of contents

Section 74c

(1) The aid for action must be calculated on the basis of the compensation due, which, during the period for which the compensation is paid, acquires or acquires maliciously by way of other utilisation of its labour force, to the extent that: the compensation would exceed, by more than one tenth, the amount of the contractual services it was last related to, in the form of a statement of the amount. If the aid was compelled by the non-compete obligation to relocate, the amount of one-tenth of the amount shall be replaced by one-quarter. For the duration of the deprivation of a custodial sentence, the assistant may not demand compensation. (2) The assistant is obliged to provide the principal with information on the amount of his acquisition. Unofficial table of contents

§ 75

(1) If the assistant is responsible for the service in accordance with the provisions of § § 70 and 71 of the contract for contrary conduct of the principal, the non-compete obligation shall be ineffective if the assistant is in writing before the end of a month after the termination of the contract. (2) In the same way, the non-compete obligation shall be ineffective if the principal terminates the service, unless a significant reason for the termination of the contract is given in the person of the person who is not responsible for the In the event of the termination of the contract, or in the event of the termination of the contract, the principal shall be declared ready for the duration of the To restrict the person to the full contractual services he/she has received in full. In the latter case, the provisions of § 74b shall apply. (3) Lost the principal the duty of service in accordance with the provisions of § § 70 and 72 on the grounds of the contrary conduct of the assistant, the assistant shall not be entitled to the compensation.

Footnote

Para. 1 italic print: See. Footnote to § § 66 to 72; cf. now § 626 BGB gem. Art. 6 (5) G v. 14.8.1969 I 1106
3: In accordance with the judgment of BAG v. 23.2.1977 against Art. 3 GG and Others is therefore null and void, BAGE 29, 30; italics see Footnote to § 75 para. 1 italic print Unofficial table of contents

Section 75a

The principal may, prior to termination of the service, waive the effect of a written declaration on the prohibition of competition with the effect that he or she has been responsible for the expiry of one year since the declaration of the obligation to pay the compensation free. Unofficial table of contents

§ 75b

(dropped) Unofficial table of contents

Section 75c

(1) If the action aid has promised a penalty in the event that it does not fulfil the obligation assumed in the agreement, the principal shall be entitled to claim only in accordance with the provisions of Section 340 of the Civil Code. . The provisions of the Civil Code concerning the reduction of a disproportionately high contractual penalty remain unaffected. (2) The liability of the agreement does not depend on the fact that the principal for the payment of compensation in the case of the assistant, the principal, if the aid has been subject to a penalty of the kind referred to in paragraph 1, may require only the sentence to be carried out; the right to be fulfilled or to the replacement of any further damage shall be the subject of a excluded. Unofficial table of contents

Section 75d

The principal cannot rely on an agreement which deviates from the provisions of § § 74 to 75c to the detriment of the act of the act. This also applies to agreements which are intended to circumvent the statutory provisions on the minimum level of compensation through settlement or other means. Unofficial table of contents

§ 75e

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§ 75f

In the case of an agreement which requires a principal to another principal, an act of action which is or has been in the service of this person, or only under certain conditions, shall be subject to both: Share the resignation. No action or objection shall be taken from the agreement. Unofficial table of contents

§ 75g

Section 55 (4) shall also apply to an act which is responsible for communicating outside the establishment of the principal for such transactions. A limitation of these rights requires a third party to apply only if he knew or had to know them. Unofficial table of contents

§ 75h

(1) Where an action aid which is entrusted only with the provision of business outside the business of the principal, has concluded a business in the name of the principal, and was not aware of the defect of the power of representation to the third party, the Business as approved by the principal if it does not immediately reject the transaction to the third party after it has been notified of the action or the third party about conclusion and essential content. (2) The same where an act of action entrusted with the conclusion of transactions shall be subject to: Business has concluded in the name of the principal, to which he is not authorized to conclude. Unofficial table of contents

§ § 76 to 82 ----

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§ 82a

In the case of non-compete prohibitions against persons who, without being accepted as apprentices, are employed free of charge with commercial services for the purpose of their training (Volontäre), the provisions in force for action in this respect are to be found in this respect Use, when they do not refer to the remuneration to which the person concerned is concerned. Unofficial table of contents

Section 83

With regard to the persons involved in the operation of a commercial sector other than commercial services, it applies to the rules applicable to the employment relationship of those persons.

Seventh Section
Trade representative

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Section 84

(1) Trade representative is who, as a self-employed trader, is constantly in charge of conveying or concluding on behalf of another entreptite (entrepre) business. (2) Who, without being a self-employed person within the meaning of paragraph 1, is constantly charged with conveying business to an entreprenter or in his/her own business. (3) The trader may also be a commercial agent. (4) The provisions of this section shall also apply if the company of the commercial agent, by type or scope, has a commercial agent in a commercial manner. Business operations are not required. Unofficial table of contents

§ 85

Each part may require that the content of the contract and subsequent agreements to the contract be included in a document signed by the other part. This claim cannot be excluded. Unofficial table of contents

§ 86

(1) The commercial agent shall endeavour to communicate or conclude transactions; in doing so, he shall be responsible for the interest of the trader. (2) He shall give the trader the necessary messages, including him from each (3) He has to perform his duties with the diligence of a prudent businessman. (4) Agreements deviating from paragraphs 1 and 2 shall be ineffective. Unofficial table of contents

§ 86a

(1) The trader shall make available to the commercial agent the documents necessary for the performance of his business, such as samples, drawings, price lists, advertising printed matters, terms and conditions. (2) The contractor shall have the commercial agent to provide the necessary messages. He shall immediately inform him of the acceptance or rejection of a transaction brokered by the commercial agent or completed without a power of representation, and the non-execution of a transaction brokered or concluded by him. He shall inform him immediately if he/she is likely to conclude transactions only to a considerably lesser extent than the commercial agent could expect in the usual circumstances. (3) From paragraphs 1 and 2 Agreements are ineffective. Unofficial table of contents

§ 86b

(1) In the event that a commercial agent undertakes to comply with the liability arising from a transaction, he may claim a special remuneration (Delkrederecommission); the claim cannot be ruled out in advance. The obligation may be accepted only for a particular transaction or for such transactions with certain third parties that the commercial agent conveys or terminates. The acquisition requires the written form. (2) The right to the delkrederecommission arises with the conclusion of the business. (3) Paragraph 1 does not apply if the entreprenter or the third party is established or in the absence of such a place of residence in the Abroad. Furthermore, it shall not apply to transactions which the commercial agent is authorized to conclude and execute without restriction. Unofficial table of contents

Section 87

(1) The commercial agent shall be entitled to commission for all transactions concluded during the contractual relationship which are attributable to his activity or to be concluded with third parties, which he/she as a customer for business of the same type that has campaigned. A right to commission does not exist for him if and to the extent that the commission referred to in paragraph 3 is assigned to the sales representative. (2) If the commercial agent is assigned a specific district or a certain customer group, he shall be entitled to on commission also for the transactions which are concluded without his participation with persons of his district or his client group during the contractual relationship. This shall not apply if and to the extent that the commission referred to in paragraph 3 is entitled to the retired commercial agent. (3) For a store which is concluded only after the termination of the contractual relationship, the commercial agent shall be entitled to commission only if:
1.
it has communicated the business or initiated it and prepared it so that the transaction is mainly due to its activity and the transaction is completed within a reasonable period of time after the termination of the contract , or
2.
before the termination of the contractual relationship, the offer of the third party at the end of a transaction for which the commercial agent referred to in the first sentence of paragraph 1 or the first sentence of paragraph 2 is entitled to commission, to the commercial agent or to the trader.
The right to commission in accordance with the first sentence shall be proportional to the following commercial agent if, due to special circumstances, a division of the commission corresponds to the equity. (4) In addition to the right to commission for completed business, the Commercial agents shall be entitled to an inkassoprovision for the amounts received by him in accordance with the contract. Unofficial table of contents

§ 87a

(1) The commercial agent shall be entitled to commission, as soon as and as far as the entreprenter has executed the business. A different agreement may be reached, but the commercial agent shall be entitled to an appropriate advance due to the execution of the business by the trader, which shall be due at the latest on the last day of the following month. However, irrespective of an agreement, the commercial agent shall be entitled to commission as soon as and to the extent that the third party has executed the transaction. (2) If it is established that the third party does not perform, the right to commission shall not be waived; Amounts shall be returned. (3) The commercial agent shall also be entitled to a commission if it is established that the trader does not carry out, in whole or in part, the transaction or not in the way it has been concluded. The right to a commission shall be due on the last day of the month in which, pursuant to Section 87c (1), the right to commission shall be due on the last day of the month in which the claim is based on the claim of a claim for a claim. (5) The first half-sentence of paragraph 2, paragraphs 3 and 4, agreements which are disadvantageous to the commercial agent shall be ineffective. Unofficial table of contents

§ 87b

(1) If the amount of the commission is not determined, the usual rate shall be deemed to be agreed. (2) The commission shall be calculated on the basis of the fee to be paid by the third party or the entrepre. Reductions in cash payments shall not be deducted; the same shall apply to additional costs, namely for freight, packaging, customs, taxes, unless the additional costs are particularly charged to the third party. The sales tax, which is shown separately in the invoice solely on the basis of the tax regulations, is not considered to be particularly charged. (3) In the case of use-transfer and use contracts of certain duration, the To calculate the fee for the duration of the contract. In the case of an indefinite duration, the commission shall be charged from the charge up to the point in time at which it is possible for the first time to terminate the contract by the third party; the commercial agent shall be entitled to further commissions calculated in accordance with the contract if the contract persists. Unofficial table of contents

Section 87c

(1) The contractor shall pay a monthly charge through the commission to which the commercial agent is entitled; the accounting period may be extended to a maximum of three months. The settlement must be made without delay, no later than the end of the next month. (2) The commercial agent can demand a statement of the accounts of all transactions for which he is entitled under § 87 Provision. (3) The commercial agent may also require notice of all circumstances which are essential for the right to commission, its due date and its calculation. (4) If the book excerpt is refused or there are reasonable doubts as to the accuracy or completeness of the accounting or accounting, the commercial agent may require that: the choice of the entrepre either to him or to an auditor or a sworn accountant to be determined by him, to be granted access to the business records or to other documents as far as is necessary for the determination of the accuracy or (5) These rights of the commercial agent may not be excluded or limited. Unofficial table of contents

§ 87d

The commercial agent may require the replacement of his expenses incurred in regular business operations only if this is commercially available. Unofficial table of contents

Section 88

(dropped) Unofficial table of contents

§ 88a

(1) The commercial agent may not waive statutory rights of retention in advance. (2) After termination of the contractual relationship, the commercial agent shall have a right of retention in accordance with general provisions to the commercial agent. Provided documents (§ 86a (1)) only on account of its due claims on commission and reimbursement of expenses. Unofficial table of contents

§ 89

(1) Where the contractual relationship has been received for an indefinite period, it may, in the first year of the contract period, with a period of one month, in the second year with a period of two months and in the third to fifth year, with a time limit of three months. After a contract period of five years, the contractual relationship can be terminated with a deadline of six months. Notice of termination is only allowed for the end of a calendar month, unless a deviating agreement has been reached. (2) The periods of notice referred to in the first and second sentences of paragraph 1 may be extended by agreement; the time limit may be extended to the entrepre be not shorter than for the commercial agent. In the case of an agreement of a shorter time limit for the operator, the time limit agreed for the commercial agent shall apply. (3) A contractual relationship entered into for a certain period of time, which will be continued from both parts after the expiry of the agreed term, shall be deemed to be extended for an indefinite period. The total duration of the contractual relationship shall be decisive for the determination of the periods of notice referred to in the first sentence of paragraph 1 and the second sentence. Unofficial table of contents

Section 89a

(1) The contractual relationship may be terminated by any part for an important reason without notice of a notice period. This right cannot be excluded or limited. (2) If the dismissal is caused by a conduct which the other part has to represent, it shall be deemed to compensate for the damage caused by the termination of the contractual relationship. is committed. Unofficial table of contents

§ 89b

(1) The trader may request an appropriate compensation from the trader after termination of the contractual relationship, if and to the extent that:
1.
the trader from the business relationship with new customers, who has recruited the commercial agent, has significant benefits even after termination of the contractual relationship; and
2.
the payment of a compensation taking into account all the circumstances, in particular the commissions paid to the commercial agent from transactions with those customers, which corresponds to the equity.
The advertising of a new customer shall be the same if the commercial agent has extended the business connection with a customer to such an extent that this corresponds economically to the advertising of a new customer. (2) The compensation shall not exceed one after the other. the average of the last five years of activity of the commercial agent or other annual remuneration; the average duration of the contractual relationship shall be the average during the duration of the activity. (3) The Entitlement shall not exist if:
1.
the commercial agent has terminated the contractual relationship, unless there has been a reasonable cause for action by the trader or the commercial agent does not pursue his or her activities on account of his age or illness can be added to, or
2.
the trader has terminated the contractual relationship and an important reason for the termination of the contract was due to the culpable conduct of the commercial agent; or
3.
by agreement between the trader and the commercial agent, a third party shall enter into the contractual relationship in place of the commercial agent; the agreement may not be concluded before the contract is terminated.
(4) The claim cannot be ruled out in advance. (5) The provisions of paragraphs 1, 3 and 4 shall apply to insurance representatives with the proviso that the business relationship shall be replaced by new customers, who shall be the commercial agent. , the transfer of new insurance contracts by the insurance representative occurs and the mediation of an insurance contract is equivalent to the fact that the insurance representative makes an existing insurance contract so essential has broadened the fact that this is an economic way of communicating a new Insurance contract. By way of derogation from paragraph 2, the compensation of the insurance representative shall not exceed three annual revisions or annual remuneration. The provisions of sentences 1 and 2 shall apply mutas to building savings bank representatives. Unofficial table of contents

§ 90

The commercial agent shall not, after termination of the contractual relationship, exploit any commercial and industrial secrets entrusted to him or made known as such by his business for the entreprenter, or to communicate to others, insofar as: This would be contrary to the professional attitude of a prudent businessman in the circumstances. Unofficial table of contents

§ 90a

(1) An agreement which restricts the commercial agent after termination of the contractual relationship in his commercial activity (contest plea), requires the written form and the handing out of a person signed by the trader who agreed to Provisions containing provisions to the commercial agent. The defamation may be made only for a maximum of two years from the termination of the contractual relationship; it may only extend to the district or customer circle assigned to the commercial agent and only to the articles in respect of which: the commercial agent shall endeavour to communicate or conclude transactions for the trader. The trader is obliged to pay the commercial agent a reasonable compensation for the duration of the restriction of competition. (2) The entrepre may write to the restriction of competition by the end of the contractual relationship with the (3) A part of the contract is the contractual relationship for good reason due to the culpable conduct of the other part, and the effect of the contract shall be waived. it may, by written declaration within one month of the termination of the contract, (4) Differing agreements for commercial agents may not be made. Unofficial table of contents

Section 91

(1) § 55 shall also apply to a commercial agent who is authorized to conclude transactions by an entreptier who is not a merchant. (2) A commercial agent shall be deemed to be a commercial agent, even if he has not been granted a full power to complete business transactions, as Authorizes the display of defects in a product, the declaration that a product is made available, and similar statements by which a third party asserts or reserves its rights out of a defective performance; shall be entitled to assert the rights to which the trader is entitled to secure the proof. A limitation of these rights requires a third party to apply only if he knew or had to know them. Unofficial table of contents

Section 91a

(1) Where a commercial agent who is solely responsible for the mediation of transactions has concluded a business on behalf of the entrepre, and was not aware of the lack of representation power to the third party, the business shall be deemed to be from the trader , if it does not immediately, after having been notified by the commercial agent or the third party about the conclusion and substantial content of the transaction, against the third party to the business. (2) The same shall apply if a commercial agent, which is entrusted with the conclusion of transactions, a business on behalf of the entrepre , the conclusion of which he is not authorized to conclude. Unofficial table of contents

§ 92

(1) Insurance representative shall be the person responsible for communicating or concluding insurance contracts as a commercial agent. (2) The contractual relationship between the insurance representative and the insurer shall be subject to the rules applicable to the insurance industry. Contractual relationship between the commercial agent and the trader, subject to paragraphs 3 and 4. (3) By way of derogation from § 87 (1) sentence 1, an insurance representative shall be entitled to commission only for transactions attributable to his activity. . § 87 (2) does not apply to insurance representatives. (4) The insurance representative is entitled to commission (§ 87a (1)) as soon as the policyholder has paid the premium from which the commission is calculated on the basis of the contractual relationship. (5) The insurance agent has to pay the commission. The provisions of paragraphs 1 to 4 shall apply mutatily to building sparkasse representatives. Unofficial table of contents

§ 92a

(1) The Federal Ministry of Justice and the Federal Republic of Germany shall be entitled to apply for the contractual relationship of a commercial agent who is contractually not allowed to work for other entrepreneurs or who is not able to do so in the manner and scope of the activities he requires. Consumer protection in agreement with the Federal Ministry of Economic Affairs and Energy after hearing of associations of commercial agents and entrepreneurs by means of legal regulation which does not require the consent of the Federal Council, the lower limit of the determine the contractual services of the entreprenter, in order to provide the necessary social and the economic needs of these commercial agents or of a particular group of them. The fixed services cannot be excluded or limited by contract. (2) Paragraph 1 shall also apply to the contractual relationship of an insurance agent who is entrusted with the contract on the basis of a contract or several contracts for a number of insurers who belong to an insurance group or to an organizational community existing between them, provided that the termination of the contractual relationship with one of these insurers is in doubt also the termination of the contractual relationship with the other Insurers would have the result. In this case, by means of a regulation which does not require the consent of the Federal Council, it is also possible to determine whether the stipulated benefits are provided by all insurers as total debtors or as a proportion or only by one of the insurers. and how to compensate for them. Unofficial table of contents

Section 92b

(1) § § 89 and 89b shall not apply to a commercial agent in the ancembering profession. If the contractual relationship has been received for an indefinite period, it may be terminated with a period of one month for the end of a calendar month; if another period of notice is agreed, it shall be the same for both parts. The right to an adequate advance in accordance with § 87a (1) sentence 2 may be excluded. (2) In paragraph 1, only the trader who expressly disclaims the trade representative as a commercial agent in the secondary occupation with the mediation or the (3) Whether a commercial agent is active only as a commercial agent in the secondary occupation shall be determined in accordance with the concept of transport. (4) The provisions of paragraphs 1 to 3 shall apply mutatily to insurance representatives and to Building savings bank representatives. Unofficial table of contents

§ 92c

(1) If the commercial agent does not carry out his activity for the trader under the Treaty within the territory of the European Community or of the other States Parties to the Agreement on the European Economic Area, (2) The same shall apply if the commercial agent is entrusted with the mediation or conclusion of transactions involving the questioning, handling or equipment of ships or the reservation of passages on board ships.

Eighth section
Trading broker

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Section 93

(1) Anyone who is permanently responsible for other persons, without having to be entrusted by them on the basis of a contractual relationship, by arranging contracts for the purchase or sale of goods or securities, through insurance, The rights and obligations of a commercial agent shall have the rights and obligations of a commercial agent. (2) The transfer of goods other than those referred to above, in particular to brokings of shops, about immovable property, even if the mediation by a commercial broker The provisions of this section shall not apply. (3) The provisions of this section shall also apply if the company of the commercial agent does not operate in accordance with the nature or scope of a commercial operation established in a commercial manner . Unofficial table of contents

Section 94

(1) The commercial broker shall, unless the parties adopt it or release it from the place of use, with regard to the genus of the goods, immediately after the conclusion of the business of each party, have a final note signed by him. the parties, the object and the terms and conditions of the transaction, in particular in the case of sales of goods or securities, the nature and quantity of the transaction, the price and the time of delivery. (2) In the case of transactions which are not immediately , the final note shall be sent to the parties for their signature and each (3) If a party refuses to accept or sign the final note, then the commercial agent shall immediately notify the other party of the final note. Unofficial table of contents

§ 95

(1) If a party adopts a final note in which the commercial agent has reserved the name of the other party, it shall be bound by the business with the party which is subsequently referred to as the party, unless the party to the party is referred to it as a party to the party. (2) The name of the other party shall be designated within the usual period of time, in the absence of such a term within a reasonable period of time. (3) The name shall not be designated or shall be the name of the other party. objecting to the person or company referred to, the party shall: authorized to make use of the commercial broker for the performance of the business. The claim shall be excluded if the party does not immediately declare itself to the commercial agent's request as to whether or not to comply with the request. Unofficial table of contents

§ 96

The commercial broker shall, unless the parties adopt it or release it from the place of use, with regard to the genus of the goods, from any product sold by its intermediary to the sample, if it has been handed over to it, as long as it has been transferred to the broker. until the goods are accepted without any objecting to their condition or the business is done in a different way. He has to make the sample recognizable by a sign. Unofficial table of contents

Section 97

The commercial agent shall not be deemed to be authorized to receive a payment or any other service provided for in the contract. Unofficial table of contents

Section 98

The trading broker shall be liable to any of the parties for the damage caused by its fault. Unofficial table of contents

§ 99

If there is no agreement among the parties on who is to pay the brokerage wage, in the absence of a deviating place of use, it is to be paid half by each party. Unofficial table of contents

§ 100

(1) The commercial broker is obliged to lead a diary and to enter into this all completed business daily. The entries shall be effected after the time sequence; they shall contain the information referred to in § 94 (1). The registered person must be signed by the commercial broker on a daily basis or electronically signed in accordance with § 126a (1) of the Civil Code. (2) The provisions of § § 239 and 257 concerning the establishment and retention of the trading books are to be found on the diary of the commercial agent application. Unofficial table of contents

§ 101

The commercial broker is obliged to give the parties at any time on request extracts from the diary, which are signed by him and contain everything that is entered by him in the sight of the mediated business. Unofficial table of contents

Section 102

In the course of a dispute, the court may, without the request of a party, order the filing of the diary in order to compare it with the final note, the excercts or other evidence. Unofficial table of contents

Section 103

(1) Administrative offences are those who act as commercial agents.
1.
, intentionally or negligently, to conduct a diary on the transactions concluded or to lead the diary in a manner contrary to § 100 para. 1, or
2.
such a diary shall be destroyed before the expiry of the legal retention period.
(2) The administrative offence can be punished with a fine of up to five thousand euros. Unofficial table of contents

Section 104

The rules on final notes and diaries shall not apply to persons who procurate the sale of goods in small-scale transport. The provisions on diaries shall not apply to persons who take over the mediation of insurance or building savings contracts.

Ninth Section
Fines

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Section 104a of the fine

(1) Contrary to the law, the person who intentionally or recklessly does not transmit data referred to in paragraph 8b (3) sentence 1 (2) does not, either correctly or incompletely, transmit the data. The administrative authority can be punished with a fine of up to two hundred thousand euros. (2) Administrative authority within the meaning of Section 36 (1) (1) of the Code of Administrative Offences is the Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht).

Second book
Trading companies and silent society

First section
Open trading company

First Title
Establishment of the Company

Unofficial table of contents

Section 105

(1) A company whose purpose is to operate a commercial business under a Community firm shall be an open trading company if, in the case of none of the shareholders, no liability is limited to the company's creditors. (2) A company whose business operations are not already in accordance with Section 1 (2) of the trading business or which manages only its own assets shall be open trading company if the company of the company is registered in the commercial register. 3. The provisions of the Civil Code shall apply to the open trading company, unless otherwise prescribed in this Section, of the Company's Civil Code. Unofficial table of contents

Section 106

(1) The company shall be registered with the court in whose district it has its registered office for registration in the commercial register. (2) The application shall contain:
1.
the name, first name, date of birth and place of residence of each shareholder;
2.
the company of the company, the place where it has its registered office, and the domestic business address;
3.
(dropped)
4.
the representative power of the shareholders.
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Section 107

If the firm of a company is changed, the registered office of the company is transferred to another place, the domestic business address is changed, a new shareholder enters into the company or changes the power of representation of a company. Shareholders, this is also to be registered for registration in the Commercial Register. Unofficial table of contents

Section 108

Registrations shall be effected by all members.

Second Title
Legal relationship between shareholders

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§ 109

The legal relationship of the shareholders to one another depends first on the social contract; the provisions of § § 110 to 122 shall apply only in so far as the social contract is not governed by another. Unofficial table of contents

§ 110

(1) The shareholders in the company's affairs shall have the power to expenses which he or she may devote to the circumstances, or he shall suffer directly from his or her management or from dangers inextricably linked to it; Losses, the company is obliged to replace it. (2) Money spent on the company has to galvanized the company from the time of the application. Unofficial table of contents

Section 111

(1) A shareholder who does not pay his or her cash deposit at the right time or does not deliver a company money to the company at the right time or does not receive any unauthorised money from the company's cash register shall have interest on the part of the company. the day on which the payment or the delivery should have been made or the withdrawal of the money has been made. (2) The assertion of further damage is not excluded. Unofficial table of contents

Section 112

(1) A shareholder may not conduct business in the branch of the company without the consent of the other shareholders or participate in any other similar trading company as a personally liable partner. (2) Consent to participation in another company shall be deemed to have been granted if the other shareholders are aware of the fact that the partner participates in a company other than personally liable partner, and, however, the task of this participation is not explicitly stated . Unofficial table of contents

Section 113

(1) In the event of a partner's obligation under § 112, the company may claim damages; it may, instead of the shareholder, require that the company be responsible for the transactions made on its own account than for the account of the (2) The remaining shareholders decide on the assertion of these claims. (3) The remaining shareholders shall decide on the remuneration of the other shareholders. (3) The other shareholders shall decide on the remuneration of the other shareholders. (3) Claims in three months from the date in which the other Become a shareholder of the conclusion of the business or of the participation of the shareholder in the other company of gaining knowledge or having to obtain without gross negligence; without regard for this knowledge or gross negligent conduct The right of shareholders to demand the dissolution of the company shall not be affected by these provisions. Unofficial table of contents

Section 114

(1) In order to manage the business of the company, all members are entitled and obligated. (2) If the management is entrusted to a shareholder or to several shareholders in the social contract, the remaining members of the company shall be of the management. Unofficial table of contents

§ 115

(1) If the management is entitled to all or more shareholders, each of them shall be entitled to act on their own; however, if another managing partner opposes an act, it shall not be required to act. (2) in the social contract, the shareholders to whom the management is entitled may only act together, shall require the consent of all managing partners for each transaction, unless there is a risk of default. Unofficial table of contents

Section 116

(1) The power of management extends to all acts which the ordinary operation of the commercial business of the company entails. (2) In order to take action that goes beyond that, a decision of all Shareholders required. (3) The consent of all managing partners is required for the appointment of a prokurist, unless there is a risk in default. The revocation of the Prokura may be effected by any of the members who are authorized to issue or participate in the grant. Unofficial table of contents

Section 117

The power of management may be revoked by a court decision on the request of the other members if there is an important reason; such a reason is, in particular, a gross breach of duty, or Inability to conduct regular management. Unofficial table of contents

Section 118

(1) A shareholder may, even if he is excluded from the management, personally inform himself of the affairs of the company, consult the trading books and the documents of the company and take stock of them and (2) An agreement that is exclusive or restrictive of this right does not preclude the right to assert the right if there is reason to believe that the management of the law is unredded. Unofficial table of contents

§ 119

(1) The decisions to be taken by the shareholders require the consent of all the members appointed to participate in the decision-making process. (2) If the majority of votes are to be decided upon in accordance with the social contract, the majority of votes shall be: In case of doubt, the number of shareholders shall be calculated. Unofficial table of contents

§ 120

(1) At the end of each financial year, the profit or loss of the year shall be determined on the basis of the balance sheet and its share shall be calculated for each shareholder. (2) The profit to be made to the shareholder shall be the share of the capital of the The loss or loss incurred by a shareholder as well as the amount of money taken during the financial year on the share of the capital shall be written off. Unofficial table of contents

Section 121

(1) Of the annual profit, each shareholder shall first of all be entitled to a share of four of the hundred of his share capital. If the annual profit is not sufficient for this purpose, the shares shall be determined in accordance with a correspondingly lower rate. (2) In the calculation of the profit share to be attributed to a shareholder in accordance with paragraph 1, benefits shall be provided by the shareholder in the course of the following: of the financial year as a deposit, in accordance with the ratio of the time elapsed since the performance of the contract. If, in the course of the financial year, the shareholder has collected money on its share of the capital, the amounts taken are taken into account in the ratio of the time elapsed until the date of removal. (3) The part of the annual profit which is the sum of the amounts paid up to the date of the transaction. , as well as the loss of a financial year, the loss of a financial year shall be distributed among the partners in accordance with the provisions of the Rules of the Council. Unofficial table of contents

§ 122

(1) Each shareholder shall be entitled to collect money from the company's cash fund up to the amount of four out of the hundred of his share of capital recorded for the last financial year and, in so far as the damage is not disclosed, shall be (2) In addition, a shareholder is not authorized to do so without the consent of the other members. To reduce the share of capital.

Third Title
Legal relationship of the partners to third parties

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§ 123

(1) The effectiveness of the open trading company occurs in relation to a third party with the date in which the company is entered in the commercial register. (2) If the company begins its business before registration, then the company shall enter into the trade register. (3) An agreement that the company should first take its start at a later date shall be compared with the date of the commencement of the business. Ineffective. Unofficial table of contents

Section 124

(1) The open trading company may acquire rights under its company and acquire liabilities, acquire property and other rights in rem on land, sue and be sued in court. (2) To enforce the law in the Company assets shall be subject to a fully enforceable debt instrument directed against the company. Unofficial table of contents

§ 125

(1) For the representation of the company, each shareholder is authorized if he is not excluded from the representation by the company contract. (2) In the social contract, it can be determined that all or several members only in Community shall be authorised to represent the company (total representation). The shareholders entitled to represent the general representation may authorize individual members to take certain transactions or certain types of transactions. If the company is to be given a declaration of intent, the levy shall be sufficient in relation to one of the shareholders authorized to participate in the representation. (3) In the social contract, it may be determined that the shareholders, if not act together, only to be empowered in communion with a prokurist to represent the company. The provisions of the second and third sentences of paragraph 2 shall apply in this case. (4) (repealed) Unofficial table of contents

Section 125a

(1) In all business letters of the company, whatever form which is addressed to a particular recipient, the legal form and the registered office of the company, the register court and the number under which the company is placed in the company shall be subject to the Trade register is entered. In the case of a company in which no member is a natural person, the companies of the company shall also be stated on the business letters of the company as well as for the members of the company according to § 35a of the law relating to the Companies with limited liability or § 80 of the German Stock Corporation Act (AktG) for business letters must provide the required information. The information provided for in the second sentence shall not be required if the shareholders of the company include an open trading company or a limited partnership in which a personally liable partner is a natural person. (2) For forms and order certificates are § 37a (2) and (3), for periodic penalty payments against the shareholders authorised to represent the company, or their representatives and the liquidators, § 37a (4) shall apply accordingly. Unofficial table of contents

§ 126

(1) The representative power of the shareholders extends to all legal and extrajudicial transactions and legal acts, including the sale and loading of land, as well as the granting and revocation of a Prokura. (2) A restriction on the extent of the power of representation is not effective in respect of third parties, in particular the restriction that the representation only extends to certain transactions or types of business or that they are limited only to certain types of transactions. May or may take place for a certain time or in some places. (3) In The restriction to the operation of one of several branches of the company shall be subject to the provisions of Section 50 (3). Unofficial table of contents

§ 127

The power of representation may be withdrawn by a court decision at the request of the other shareholders if there is an important reason; such a reason is, in particular, a gross breach of duty or an inability to proper representation of the company. Unofficial table of contents

§ 128

The shareholders shall be liable for the liabilities of the company to the creditors as a total debtor in person. A contrary agreement is not effective for third parties. Unofficial table of contents

Section 129

(1) If a shareholder is used for a liability of the company, he/she may assert any objections which are not justified in his person only in so far as they can be collected by the company. (2) The Shareholders may refuse the satisfaction of the creditor as long as the company is entitled to challenge the legal business underlying their liability. (3) The shareholder shall have the same power as long as the creditor is entitled to By offsetting against a due demand of the company (4) Enforcement against the shareholders shall not take place from a enforceable debt instrument directed against the company. Unofficial table of contents

§ 129a (omitted)

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§ 130

(1) Anyone who enters an existing company shall be liable to the other shareholders in accordance with § § 128 and 129 for the liabilities of the company based on its entry, without distinction as to whether the company suffers a change. or not. (2) An agreement contrary to third parties is not effective in relation to third parties. Unofficial table of contents

§ 130a

(1) In the case of a company in which no member is a natural person, the insolvency has occurred or its over-indebtedness has surrendered, the organist representatives of the representative of the company shall be entitled to: the authorised members and the liquidators shall not make any payments for the company. This shall not apply to payments which, even after that date, are compatible with the diligence of a prudent and conscientious business manager. The same applies to payments to shareholders, insofar as these have had to lead to the insolvency of the company, unless this was not recognizable even if the care referred to in sentence 2 was taken into account. The rates 1 to 3 shall not apply if one of the shareholders of the open trading company belongs to another open trading company or a limited partnership in which a personally liable partner is a natural person. (2) Contrary to Section 15a (1) of the Insolvency Code, the opening of the insolvency proceedings is not requested or is not made in due time, or payments are made against paragraph 2, the organic representatives of the Society for the Representation of the Company authorized partners and the liquidators of the company to replace the shall be liable as a full debtor for damage arising therefrom. If it is in dispute whether they have exercised the diligence of a prudent and conscientious business manager, it shall take the burden of proof. The replacement obligation cannot be restricted or excluded by agreement with the shareholders. In so far as the replacement is necessary for the satisfaction of the creditors of the company, the replacement obligation shall not be waiver either by waiving or comparing the company or by the fact that the act is based on a decision of the shareholders. Sentence 4 shall not apply if the substitute is insolvent and compares to the application of the insolvency proceedings with its creditors, or if the replacement obligation is settled in an insolvency plan. The claims arising from these rules shall apply in five years ' time. (3) These provisions shall apply mutaficionically if the members of the organisation referred to in paragraphs 1 and 2 are in turn companies in which no member is a natural person. Person is, or the connection of societies in this way continues. Unofficial table of contents

§ 130b (omitted)

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Fourth Title
Dissolution of the company and the departure of shareholders

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Section 131

(1) The open trading company shall be dissolved:
1.
by the end of the period for which it has been received;
2.
by decision of the shareholders;
3.
by the opening of insolvency proceedings on the assets of the company;
4.
by judicial decision.
(2) An open trading company, in which no personally liable partner is a natural person, shall also be dissolved:
1.
with the legal force of the decision which rejected the opening of the insolvency proceedings in the absence of a mass;
2.
by erasure for lack of assets under Section 394 of the Act on the Procedure in Family Matters and in the matters of voluntary jurisdiction.
This does not apply if one of the personally liable partners belongs to another open trading company or a limited partnership, in which a personally liable partner is a natural person. (3) The following reasons lead to a lack of A different contractual provision for the withdrawal of a shareholder:
1.
Death of the shareholder,
2.
Opening of insolvency proceedings concerning the assets of the shareholder,
3.
Termination of the Shareholders '
4.
Termination by the private creditor of the shareholder,
5.
the entry of other cases provided for in the social contract;
6.
Decision of the shareholders.
The shareholder is not responsible for the occurrence of the event in question, but in the event of termination not before the expiry of the notice period. Unofficial table of contents

Section 132

The dismissal of a shareholder may, if the company has been received for an indefinite period, take place only for the end of a financial year; it must take place at least six months prior to that date.

Footnote

(+ + + § 132: For non-application cf. Section 10 (5) KredWG + + +) Unofficial table of contents

§ 133

(1) At the request of a shareholder, the dissolution of the company may be pronounced before the expiry of the period of time determined for its duration or in the case of a company received for an indefinite period without notice of termination by a court decision, if there is an important reason. (2) Such a reason exists in particular if another partner intentionally or out of gross negligence violates an essential obligation under the terms of the social contract or if: the fulfilment of such an obligation becomes impossible. (3) The agreement, which excludes the right of the shareholder to demand the dissolution of the company, or is contrary to these provisions, is void.

Footnote

(+ + + § 133: For non-application, see Section 10 (5) KredWG + + +)
(+ + + § 133 para. 2: For the application, see Section 161 (1) sentence 3 KAGB + + +) Unofficial table of contents

Section 134

A company which has been received for the lifetime of a shareholder or is tacitly continued after the expiry of the period determined for its duration shall be subject to the provisions of § § 132 and 133 for an indefinite period of time. the society entered into.

Footnote

(+ + + § 133: For non-application, see Section 10 (5) KredWG + + +) Unofficial table of contents

§ 135

If a private creditor of a shareholder has, within the last six months, attempted to execute a foreclosure in the movable property of the shareholder without success, on the basis of a debtor not merely provisionally enforceable the seizure and transfer of the right to the person in which the shareholder is involved in the dispute shall be entitled to six months before the company, regardless of whether it has been received for a given or indefinite period of time, of the end of the fiscal year for that date.

Footnote

(+ + + § 135: For non-application, see Section 10 (5) KredWG + + +) Unofficial table of contents

§ § 136 to 138 (omitted)

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Section 139

(1) If, in the social contract, it is determined that, in the event of the death of a shareholder, the company should be continued with its heirs, each heir may make its absence in the company dependent on the fact that the company has the right to (2) The remaining members shall not accept any request from the heir to the other members, which shall be deemed to have been the subject of the grant of a limited number of the members of the third member. (2) it shall be entitled to leave the country without notice of termination of the notice of notice of (3) The designated rights may be invoked by the heir only within a period of three months from the date in which he became aware of the seizance of the inheritance. The provisions of Section 210 of the Civil Code, which apply to the limitation period, shall be applicable to the course of the limitation period. If, in the course of the three-month period, the right to empower the inheritance is not yet lost, the period shall not be terminated before the expiry of the period of grace. (4) Within the time limit laid down in paragraph 3, the inheritance from the company shall be divorced or will not be granted. within the time limit the company has dissolved or granted the heir the position of a commanding partner, he shall be liable for the resulting company debt only in accordance with the liability of the heir for the post-admission liabilities (5) The social contract may be the subject of The application of the provisions of paragraphs 1 to 4 shall not be precluded; however, in the event that the heir makes his/her remaining dependent on the granting of the position of a limited person, his share of profit may be different from that of the person concerned. Deer is determined. Unofficial table of contents

§ 140

(1) If in the person of a shareholder a circumstance arises which, according to § 133 for the other shareholders, justifies the right to demand the dissolution of the company, the court may, instead of the dissolution, the exclusion of the latter. Shareholders from the company shall be issued, provided that the other shareholders apply for this. The exclusive claim is not precluded by the fact that only one shareholder remains after the exclusion. (2) For the dispute between the company and the excluded partner, the assets of the company are in the The date in which the action for exclusion is levied. Unofficial table of contents

§ § 141 and 142 (omitted)

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Section 143

(1) The dissolution of the company shall be notified by all the shareholders for entry in the commercial register. This does not apply in the cases of opening or rejecting the opening of insolvency proceedings on the assets of the company (Section 131 (1) (3) and (2) (1)). In such cases, the Court of First Instance shall have the resolution and its reason to be heard on its own account. In the event of the deletion of the company (Section 131 (2) no. 2), the registration of the dissolution is not required. (2) Paragraph 1, first sentence, shall apply accordingly for the departure of a shareholder from the company. (3) Is to be assumed that the death of a shareholder the dissolution or departure may have resulted, even without the heirs participating in the application, the registration may take place where there are particular obstacles to such participation. Unofficial table of contents

Section 144

(1) If the company is dissolved by the opening of the insolvency proceedings on its assets, the proceedings are terminated at the request of the debtor or after the confirmation of a bankruptcy plan which provides for the continued existence of the company, , the partners may decide to continue the company. (2) The continuation shall be notified by all the shareholders for entry in the commercial register.

Fifth Title
Liquidation of the Company

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§ 145

(1) The liquidation takes place after the dissolution of the company, unless another type of dispute has been agreed by the shareholders or the insolvency proceedings have been opened on the assets of the company. (2) The liquidation may only be liquidated with the consent of the creditor or the insolvency administrator by dismissal of the creditor of a shareholder or by the opening of the insolvency proceedings on the assets of a shareholder. in the case of insolvency proceedings, the company shall be responsible for its own administration, (3) If the company is dissolved by deletion on account of wealth, liquidation shall only take place if after the deletion it turns out that assets are present is subject to distribution. Unofficial table of contents

Section 146

(1) In so far as it is not transferred by decision of the shareholders or by the social contract to individual shareholders or other persons, the liquidation shall be carried out by all members as liquidators. Several heirs of a shareholder have to appoint a joint representative. (2) At the request of a participant, for important reasons, the appointment of liquidators may be made by the court in whose district the company has its registered office; the court may, in such a case, appoint persons to liquidators who do not belong to the shareholders. In addition to the shareholders in the case of § 135, the creditor shall also be deemed to be the creditor by means of which the dismissal is effected. In the case of Section 145 (3), the liquidators shall be appointed by the court at the request of a party. (3) If the insolvency proceedings are opened on the property of a shareholder and an insolvency administrator is appointed, the latter shall enter into the proceedings. Location of the shareholder. Unofficial table of contents

Section 147

The convocation of liquidators shall be effected by a unanimous decision of the parties involved in accordance with section 146 (2) and (3); it may also be made by the court at the request of a party for important reasons.

Footnote

(+ + + § 147: For application, see § 129 para. 2 sentence 2 KAGB u. Section 154 (2) No. 2 of the KAGB + + +) Unofficial table of contents

§ 148

(1) The liquidators and their power of representation are to be registered by all shareholders for entry in the commercial register. The same shall apply from any change in the persons of the liquidators or in their representative power. In the event of the death of a shareholder, if it is to be assumed that the application is in accordance with the facts, the registration shall take place without the heirs participating in the notification, insofar as such participation imparts particular obstacles to such participation. (2) The registration of liquidators in court order and the registration of the judicial dismise of liquidators is carried out by official. (3) (omitted) Unofficial table of contents

§ 149

The liquidators have to end the day-to-day business, to collect the claims, to convert the remaining assets into money and to satisfy the creditors; they can also enter into new business for the termination of floating businesses. The liquidators shall represent the company in court and out of court within their business circle. Unofficial table of contents

Section 150

(1) If there are several liquidators, they may only carry out the acts of liquidation in the Community unless it is determined that they can act individually. (2) The provision of paragraph 1 shall not preclude the exclusion of: that the liquidators authorize individuals to take on certain transactions or certain types of transactions. If the company is to be given a declaration of intent, the provision of section 125 (2) sentence 3 shall apply accordingly. Unofficial table of contents

Section 151

A limitation of the scope of the powers of the liquidators is not effective in relation to third parties. Unofficial table of contents

Section 152

The liquidators, even if they are appointed by the court, shall comply with the orders placed by the liquidators in accordance with the provisions of section 146 (2) and (3), which the parties decide unanimously in the management of the management. Unofficial table of contents

Section 153

The liquidators shall submit their signature in such a way that they attach their name to the former company which is to be designated as a liquidation company. Unofficial table of contents

Section 154

The liquidators shall draw up a balance sheet at the beginning and at the end of the liquidation. Unofficial table of contents

§ 155

(1) The assets of the company remaining after the correction of the debt shall be distributed among the shareholders by the liquidators according to the ratio of the shares of the capital, as they result from the final balance sheet. (2) The Liquidation deprivation of money is provisionally distributed. In order to cover undue or disputed liabilities and to secure the amounts due to the shareholders in the final distribution, the required amount must be retained. The provisions of Section 122 (1) shall not apply during the liquidation. (3) The liquidators shall have the distribution until the decision of the dispute is taken over the distribution of the company's assets. to suspend. Unofficial table of contents

Section 156

Until the end of the liquidation, the provisions of the second and third titles shall apply in respect of the legal relationship of the former members to each other and to the company to third parties, in so far as it does not comply with the provisions of the the present title or, for the purpose of liquidation, another result. Unofficial table of contents

Section 157

(1) Upon termination of the liquidation, the cancellation of the company shall be notified by the liquidators for entry in the commercial register. (2) The books and papers of the dissolved company shall be one of the partners or a third party in the Custody given. In the absence of an agreement, the shareholder or the third party shall be determined by the court in whose district the company has its registered office. (3) The shareholders and their heirs retain the right to inspect and use the books and Papers. Unofficial table of contents

Section 158

If, instead of liquidation, the shareholders agree on a different kind of dispute, for as long as there is still undivided company assets, the rules applicable to the liquidation in relation to third parties shall be equivalent to those applicable to the liquidation. Application.

Sixth Title
Statute of limitations. Time limitation of liability.

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Section 159

(1) The claims against a shareholder from liabilities of the company shall be forfeited in five years after the dissolution of the company, unless the claim against the company is subject to a shorter limitation period. (2) The limitation period begins with the end of the day at which the dissolution of the company is entered in the commercial register of the court responsible for the registered office of the company. (3) If the claim of the creditor against the company is not to be registered until after the registration (4) The period of limitation commence with the date of maturity. (4) The new beginning of the The statute of limitations and their inhibition in accordance with Section 204 of the Civil Code in relation to the dissolved society also affect the shareholders who have been a member of the Society at the time of dissolution. Unofficial table of contents

§ 160

(1) If a shareholder is a member of the company, he shall be liable for any liabilities which have been established by that date, if they are due after the expiry of five years after leaving the company and, therefore, claims against him in accordance with Section 197 (1) (3) to (5) of the German law of the Civil Code, or a judicial or administrative enforcement act, or is requested; in the case of public-law liabilities, the adoption of an administrative act is sufficient. The time limit shall begin at the end of the day on which the departure is entered in the commercial register of the court responsible for the registered office of the company. § § 204, 206, 210, 211 and 212 (2) and (3) of the Civil Code, which apply to the statute of limitations, must be applied accordingly. (2) A determination in a kind referred to in § 197 (1) (3) to (5) of the Civil Code shall be subject to the following conditions: not to the extent that the shareholder has recognized the claim in writing. (3) If a shareholder is a Kommanditist, then for the limitation of his liability for the reasons justifiable at the time of the registration of the change in the commercial register Liabilities to be applied in accordance with paragraphs 1 and 2. This shall also apply if he/she is acting in the company or in a company that is a shareholder of a company. His liability as a commercial partner remains unaffected.

Second section
Kommanditgesellschaft

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Section 161

(1) A company whose purpose is to operate a commercial business under a Community firm shall be a limited partnership if, in the case of one or some of the shareholders, the liability to the company Company creditors are limited to the amount of a certain asset (Kommanditisten), whereas in the other part of the shareholders a limitation of liability does not take place (personally liable partners). (2) Insofar as not In this section, another requirement shall be found on the limited partnership rules applicable to the open trading company. Unofficial table of contents

Section 162

(1) In addition to the information provided for in Article 106 (2), the registration of the company shall contain the name of the Kommanditists and the amount of the deposit of each one of them. If a company is a member of a bourgeois law, its shareholders must also register for registration in accordance with Section 106 (2) and subsequent amendments in the composition of the shareholders. (2) In the notice of registration of the The provisions of § 15 shall not apply in this respect. (3) These provisions shall apply in the event of the entry of a limited person into an existing trading company and in the case of the Leaving a Kommanditist from a limited partnership Application. Unofficial table of contents

Section 163

In the absence of deviating provisions of the social contract, the special provisions of § § 164 to 169 shall apply to the relationship between the partners. Unofficial table of contents

Section 164

The co-anditists are excluded from the management of the business of the company; they cannot object to an act of the personally liable partners, unless the act concerning the ordinary operation of the commercial trade of society. The provisions of Section 116 (3) remain unaffected. Unofficial table of contents

Section 165

§ § 112 and 113 do not apply to the comeditists. Unofficial table of contents

Section 166

(1) The Kommanditist is entitled to demand the written notification of the annual financial statements and to verify the accuracy of the accounts with the view of the books and papers. (2) The shareholders excluded from the management in § 118 of the (3) At the request of a commander, the court may, if there are important reasons, the communication of a balance sheet and an annual financial statements or other information, as well as the presentation of the books and papers at any time. Unofficial table of contents

Section 167

(1) The provisions of § 120 on the calculation of the profit or loss shall also apply to the commander. (2) However, the profit to be paid to a limited person shall be attributed to his share of the capital only as long as that portion of the profit shall be the sum of the (3) In the event of a loss, the Kommanditist shall only take part in the amount of its share of capital and its remaining deposit. Unofficial table of contents

§ 168

(1) The shares of the shareholders in the profit shall determine, in so far as the profit does not exceed the amount of four of the hundred shares, in accordance with the provisions of section 121 (1) and (2). (2) In the interest of the profit, which amount shall be , as well as in the event of loss, unless otherwise agreed, shall be deemed to be in accordance with the circumstances in accordance with the appropriate relationship of the shares to be considered. Unofficial table of contents

§ 169

(1) § 122 shall not apply to the comeditists. He shall be entitled only to the payment of the profit he has received; he may also not claim the payment of the profit as long as his share of the capital is reduced by loss under the amount paid to the deposit or by the amount of the cash paid. (2) The Kommanditist is not obliged to repay the related profit because of subsequent losses. Unofficial table of contents

§ 170

The Kommanditist is not authorized to represent the company. Unofficial table of contents

Section 171

(1) The Kommanditist shall be liable directly to the creditors of the company up to the amount of its deposit; the liability shall be excluded as far as the deposit is made. (2) If the insolvency proceedings are opened over the assets of the company, then it shall be during the duration of the proceedings, the right of the insolvency administrator or the expert to exercise the right of the creditors referred to in paragraph 1 shall be exercised. Unofficial table of contents

Section 172

(1) In proportion to the creditors of the company, after the registration in the commercial register, the deposit of a limited person shall be determined by the amount indicated in the registration. (2) A non-registered increase in the amount of the entry into the commercial register shall be determined by the amount indicated in the registration. The creditors can only rely on the commercial register if the increase has been made available in a commercially available manner or otherwise communicated to them by the company. (3) An agreement between the partners, by means of which the creditors shall be informed. The creditors shall be opposed to the deposit or to be stranded by a commanding partner, (4) In so far as the deposit of a limited person is paid back, it shall be deemed not to have been paid to the creditors. The same shall apply to the extent to which a limited number of shares is subject to profit, while its share of capital is reduced by loss below the amount of the deposit made, or by the removal of the share of the capital below the amount specified. shall be diminished. In the calculation of the share of capital according to the second sentence, amounts in the sense of Section 268 (8) are not to be taken into account. (5) In no case, in the case of good faith, what a commercial partner refers to as profit in good faith is not the case. (6) In relation to the creditors of a company in which no personally liable partner is a natural person, the deposit of a co-anditist shall be deemed not to have been made, insofar as they are held in shares in the personal shall be brought about by the members of the company. This shall not apply if an open trading company or a limited partnership is part of the personally liable partners, in which a personally liable partner is a natural person. Unofficial table of contents

§ 172a (omitted)

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Section 173

(1) Those who enter into an existing trading company as a limited partner shall be liable in accordance with § § 171 and 172 for the liabilities of the company, which are justified prior to its entry, without distinction as to whether the company suffers a change or (2) An opposing agreement shall be ineffective in respect of third parties. Unofficial table of contents

§ 174

A reduction in the deposit of a commanding agent shall, as long as it is not entered in the commercial register of the court in whose district the company has its registered office, be ineffective against the creditors; creditors whose claims at the present time are the registration was justified, the reduction did not have to be applied against itself. Unofficial table of contents

§ 175

The increase and the reduction of the deposit shall be made by all the members for registration in the commercial register. Section 162 (2) shall apply accordingly. The provisions of § 14 shall not apply to the registration in the commercial register of the registered office of the company. Unofficial table of contents

Section 176

(1) If the company has begun its operations before it is entered in the commercial register of the court in whose district it has its registered office, any commercial person who has agreed to the commence of the business shall be liable for the registration until the date of registration. the company ' s liability shall be equal to a personally liable partner, unless its participation as a commercial agent has been known to the creditor. This provision does not apply to the extent that another results from § 2 or § 105 (2). (2) If a commercial partner enters into an existing trading company, the provision of the first sentence of paragraph 1 shall apply to those in the period between his or her own Entry and registration of the company's liabilities in the commercial register. Unofficial table of contents

Section 177

In the event of the death of a commander, the company will continue with the heirs in the absence of a deviating contractual provision. Unofficial table of contents

§ 177a

§ § 125a and 130a also apply to the company in which a commanding person is a natural person, § 130a, however, with the proviso that instead of the first sentence of paragraph 1, the second sentence of § 172 (6) sentence 2 is to be applied. The information required for the shareholders in the second sentence of Article 125a (1) of this Regulation shall only be required for the company's personally liable partners. Unofficial table of contents

§ § 178 to 229 ----

Third Section
Silent Society

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Section 230

(1) Anyone who, as a silent partner in the trading business which operates another person, is involved in an investment, has to make the deposit in such a way that it is transferred into the assets of the proprietor of the trading business. (2) The holder shall be made up of the shall be entitled and obliged to operate in the holding alone. Unofficial table of contents

Section 231

(1) If the share of the silent partner in the profit and loss is not determined, then a reasonable proportion shall be deemed to be the case. (2) In the social contract, it may be determined that the silent partner is not at the loss is to be involved; its participation in the profit cannot be excluded. Unofficial table of contents

§ 232

(1) At the end of each financial year, the profit and loss shall be calculated and the profit falling on the silent partner shall be paid to it. (2) The silent partner shall only accept the loss up to the amount of his paid-in or backward Insert part. He is not obliged to repay the related profit due to subsequent losses; however, as long as his deposit is reduced by loss, the annual profit is used to cover the loss. (3) The profit which is from the breastfeeding The company does not increase its contribution, unless another agreement has been agreed. Unofficial table of contents

Section 233

(1) The silent partner is entitled to demand the written notification of the annual financial statements and to verify the accuracy of the accounts with the view of the books and papers. (2) The latter, in § 716 of the Civil Code, to the one of the Management excluded members shall not be entitled to further rights granted to the silent partner. (3) At the request of the silent partner, the court may, if there are important reasons, the communication of a balance sheet and a Annual financial statements or other information, as well as the presentation of books and papers at any time. Unofficial table of contents

Section 234

(1) The provisions of § § 132, 134 and 135 shall apply to the termination of the company by one of the partners or by a creditor of the silent partner. The provisions of Section 723 of the Civil Code on the right to terminate the company for important reasons without due date shall remain unaffected. (2) By the death of the silent partner, the company shall not be dissolved. Unofficial table of contents

Section 235

(1) After the dissolution of the company, the proprietor of the trading business has to deal with the silent partner and to correct his credit in cash. (2) The transactions suspended at the time of the dissolution shall be made by the proprietor. of the trading business. The silent partner shall take part in the profit and loss resulting from these transactions. (3) In the end of each financial year, he may account for the transactions which have now been terminated, the payment of the amount due and information on the transactions. on the state of affairs that are still pending. Unofficial table of contents

Section 236

(1) Where insolvency proceedings are opened on the assets of the proprietor of the trading business, the silent partner may, on account of the deposit, insofar as it exceeds the amount of the share in the transaction falling on it, be entitled to: Insolvency creditors assert. (2) If the deposit is backward, it shall pay the silent partner up to the amount which is necessary to cover its share in the loss to the insolvency mass. Unofficial table of contents

Section 237

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Third book
Trading books

First section
Regulations for all merchants

First subsection
Bookkeeping. inventory

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Section 238 Bookkeeping duty

(1) Each merchant is obliged to keep books and to make it clear in these books his trading activities and the position of his assets in accordance with the principles of regular accounting. The accounts must be such as to enable a knowledgable third party to give an overview of the transactions and the situation of the undertaking within a reasonable time. The business transactions must be followed in their creation and settlement. (2) The merchant is obliged to reproduce a copy, print, copy or other reproduction of the trade letters which have been sent with the original copy. of the text on a font, image, or other volume). Unofficial table of contents

Section 239 Guided tour of the trading books

(1) In the case of the management of the trading books and in the case of the records otherwise required, the merchant of a living language has to serve. If abbreviations, numbers, letters or symbols are used, their meaning must be clearly defined in the individual case. (2) The entries in books and the otherwise required recordings must be complete, correct, up to date and ordered (3) A registration or recording shall not be altered in such a way as to ensure that the original content is no longer detectable. Nor should such changes be made, the nature of which makes it uncertain whether they were originally or only subsequently made. (4) The trading books and the otherwise required records may also be arranged in the orderly Storage of evidence exists or is carried on data carriers, provided that these forms of accounting, including the procedure followed, are in accordance with the principles of regular accounting. In the course of the management of the trading books and the otherwise required records on data carriers, it must be ensured, in particular, that the data are available for the duration of the retention period and can be read at any time within a reasonable period of time. can be done. Paragraphs 1 to 3 shall apply mutatily. Unofficial table of contents

§ 240 Inventory

(1) At the beginning of his trading business, each merchant has to record his property, his claims and his debts, the amount of his cash and his other assets, while at the same time the value of each of the individual assets. (2) In the near future, it shall draw up such an inventory for the end of each financial year. The duration of the financial year shall not exceed twelve months. The inventory of the inventory shall be effected within the time appropriate to a regular operation. (3) Assets of the property, plant and equipment, as well as raw materials, auxiliaries and operating materials may, if they are regularly replaced, and The overall value for the company is of subordinated importance, with a constant quantity and a constant value, provided that its size, its value and its composition are only minor changes. is subject to However, as a general rule, a physical inventory shall be carried out every three years. (4) Property assets of the same type as well as other similar or approximately equivalent movable assets and liabilities may be carried out. in each case to a group and set with the weighted average value. Unofficial table of contents

Section 241 Procedure for the simplification of inventories

(1) When drawing up the inventory, the assets of the assets may be determined on the basis of samples, by type, quantity and value, also by means of recognised mathematical and statistical methods. The procedure must be in accordance with the principles of proper accounting. The value of the inventory drawn up in this way must be equal to the value of an inventory drawn up on the basis of a physical inventory. (2) When drawing up the inventory for the end of a fiscal year, it shall be necessary to: a physical inventory of the assets at that point in time, to the extent that the holding of the property is secured by the application of any other procedure which corresponds to the principles of proper accounting; according to type, quantity and value even without physical inventory for (3) In the inventory for the end of a financial year, assets do not need to be recorded if:
1.
the trader has recorded in a special inventory on the basis of a physical inventory or on the basis of any other procedure allowed in accordance with paragraph 2 by type, quantity and value in a special inventory for one day within the last three Months before or the first two months after the end of the financial year; and
2.
it is ensured, on the basis of the special inventory, by means of a continuation or settlement procedure, in accordance with the principles of proper accounting, that the stock of the stock of the Assets may be properly valued at this point in time.
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Section 241a Liberation of the obligation to book and draw up an inventory

Section 238 to 241 does not apply to individual traders who do not have more than EUR 500 000 in turnover and EUR 50 000 per year on the closing dates of two consecutive financial years. In the case of a re-establishment, the legal consequences shall already arise if the values of the first sentence are not exceeded on the first closing date after the re-establishment.

Second subsection
Opening balance. Annual accounts

First Title
General provisions

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Section 242 obligation to draw up

(1) At the beginning of his trading business and for the end of each financial year, the merchant shall draw up a balance sheet (balance sheet, balance sheet) representing the relationship of his assets and his debts. The opening balance sheet shall apply in accordance with the rules applicable to the annual accounts, in so far as they relate to the balance sheet. (2) For the end of each financial year, it shall have a comparison of the expenses and income of the (3) The balance sheet and the profit and loss account shall form the annual accounts. (4) Paragraphs 1 to 3 shall not apply to individual merchants in the meaning of Section 241a. In the case of re-establishment, the legal consequences as set out in the first sentence shall already occur if the values of § 241a sentence 1 are not exceeded on the first closing date after the re-establishment. Unofficial table of contents

Section 243 Order principle

(1) The annual accounts shall be drawn up in accordance with the principles of regular accounting. (2) It must be clear and clear. (3) The annual accounts shall be drawn up within the time appropriate to a regular business operation. Unofficial table of contents

§ 244 Language. Currency Unit

The annual accounts shall be drawn up in German and in euro. Unofficial table of contents

Section 245 Signature

The annual financial statements must be signed by the merchant by stating the date. If there are several personally liable partners, they will have to sign all of them.

Second Title
Approach

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§ 246 completeness. Prohibition of settlement

(1) The annual financial statements shall contain all assets, liabilities, accounting items and expenses and income, unless otherwise provided by law. Assets are to be included in the owner's balance sheet; if an asset is not to be attributed to the owner, but to another, the owner has to show him in his balance sheet. Debt shall be included in the debtor's balance sheet. The difference in respect of which the consideration for the acquisition of a company exceeds the value of the individual assets of the enterprise less the debt at the time of the acquisition (the amount of the transaction is acquired in accordance with the terms of the transaction). (2) Items of the assets side shall not be charged with items on the liabilities side, expenses not with income, property rights not subject to land slasts. Assets which are withdrawn from the access of all other creditors and which serve solely to fulfil debt obligations arising from pension obligations or comparable long-term obligations shall be payable on these debts. , in accordance with the corresponding expenses and proceeds from the discount and from the assets to be billed. If the fair value of the assets exceeds the amount of the debt, the exceeding amount shall be activated under a separate item. (3) The methods of approach applied to the preceding annual financial statements shall be maintained. Section 252 (2) shall apply accordingly. Unofficial table of contents

Section 247 Content of the balance sheet

(1) In the balance sheet, the assets and liabilities, the equity, the debt and the balance sheet items are to be identified and sufficiently broken down. (2) In the case of fixed assets, only the items that are determined are to be identified. (3) (to be taken away) Unofficial table of contents

Section 248 Accounting prohibitions and voting rights

(1) The balance sheet may not be included as an asset:
1.
expenses incurred in setting up a company;
2.
Expenses for the procurement of equity and
3.
Expenses for the conclusion of insurance contracts.
(2) Self-created intangible assets of fixed assets may be included as assets in the balance sheet. Trademarks, print titles, publishing rights, customer lists or comparable intangible assets of the fixed assets may not be included. Unofficial table of contents

Section 249 provisions

(1) reserves are to be set up for indefinite liabilities and for looming losses arising from floating transactions. Provisions shall also be provided for:
1.
in the financial year, expenses for maintenance, which shall be carried out in the following financial year within three months, or for disposal of waste, which shall be obtained in the following financial year,
2.
Warranties which are provided without any legal obligation.
(2) In respect of purposes other than those referred to in paragraph 1, provisions may not be established. Provisions may only be disbanded if the reason for this is not necessary. Unofficial table of contents

Section 250 Billed-off-the-account

(1) The expenditure on the assets side shall be shown on the assets side before the closing date, insofar as they represent expenditure for a certain period of time after that date. (2) On the liabilities side, revenue before the end of the final date shall be considered as the (3) If the amount of a liability is higher than the amount of the expenditure, the amount of the difference in the balance of the accounts shall be limited to the sum of the total amount of the total amount of the total amount of the total amount of the total amount of the total amount of the total amount of the total amount of the total amount of the total amount of the total Active page is included. The difference shall be due to scheduled annual depreciation, which may be distributed over the entire duration of the liability. Unofficial table of contents

§ 251 Liability conditions

Under the balance sheet, if they are not to be shown on the liabilities side, liabilities arising from the issue and transfer of bills, from guarantees, bills of exchange and cheque guarantees and from warranty contracts as well as liability conditions from the order of collateral for foreign liabilities; they may be indicated in an amount. Liability conditions shall also be disclosed if they are equivalent to equivalent recourse claims.

Third Title
Evaluation rules

Unofficial table of contents

Section 252 General evaluation principles

(1) In assessing the assets and liabilities shown in the annual accounts, the following shall apply in particular:
1.
The value rates in the opening balance sheet of the financial year must be consistent with those of the final balance sheet of the previous financial year.
2.
The evaluation shall be based on the continuation of the business activity, provided that there are no real or legal circumstances.
3.
The assets and liabilities shall be assessed individually at the end of the closing date.
4.
It shall be prudent to assess, in particular, all foreseeable risks and losses incurred up to the closing date, even if only between the closing date and the date of the drawing up of the contract. The annual financial statements have become known; profits must be taken into account only if they are realised at the closing date.
5.
Expenses and income of the financial year shall be taken into account, irrespective of the dates of the corresponding payments in the annual accounts.
6.
The evaluation methods applied to the preceding financial statements shall be maintained.
(2) The principles set out in paragraph 1 may only be waived in duly justified exceptional cases. Unofficial table of contents

Section 253 Access and follow-up evaluation

(1) Assets shall not exceed, at most, the cost of acquisition or production, reduced by the depreciation referred to in paragraphs 3 to 5. Liabilities are to be added to their amount of performance and provisions in the amount of the amount of payment required after a reasonable commercial assessment. Insofar as the amount of pension obligations is determined solely on the basis of the fair value of securities in the meaning of Article 266 (2) (5) (5) (5), provisions must be made for the fair value of such securities to be fair value, in so far as it exceeds a guaranteed minimum amount. Assets to be billed according to Article 246 (2), second sentence, shall be assessed at their fair value. Micro-entities (§ 267a) may only carry out an evaluation at fair value if they do not make use of any of the facilities provided for in Article 264 (1) sentence 5, § 266 (1) sentence 4, § 275 (5) and Article 326 (2). Where a micro-capital company makes use of at least one of the facilities referred to in the fifth sentence, the valuation of the property shall be carried out in accordance with the first sentence, even if a settlement is provided for in the second sentence of Article 246 (2). (2) Provisions with a residual maturity of more than one year shall be deducted from the average market interest rate of the past seven financial years corresponding to the remaining term of the remaining term. By way of derogation from the first sentence, provisions relating to pension obligations or comparable long-term obligations may be discounted in a flat-rate manner with the average market interest rate, which shall be equal to the remaining maturity of the remaining period of 15 years. The rates 1 and 2 shall apply in accordance with liabilities based on pension obligations, for which a consideration is no longer to be expected. The rate of interest to be applied in accordance with the rates 1 and 2 shall be determined by the Deutsche Bundesbank in accordance with a legal regulation and shall be announced on a monthly basis. The German Federal Ministry of Justice and Consumer Protection, in consultation with the Deutsche Bundesbank, shall determine in the legal regulation pursuant to sentence 4, which does not require the consent of the Federal Council, the details of the determination of the interest rate rates, (3) In the case of assets of the fixed assets, the use of which is limited in time, the cost of the acquisition or production of assets is scheduled to take place in accordance with the Reduce depreciation. The plan must distribute the cost of the acquisition or production to the financial years in which the asset is likely to be used. If, in exceptional cases, the estimated useful life of a self-created intangible asset of the fixed assets cannot be estimated reliably, scheduled depreciation on the production costs over a period of time shall be of ten years. Sentence 3 shall apply to a goodwill acquired business or goodwill. In the event that their use is limited in time, unscheduled depreciation shall be carried out in the case of assets of fixed assets in the event of an impairment loss which is likely to be permanent, in order to set them with the lower value, the are to be attached to them at the closing date. In the case of financial assets, depreciation and amortisation may also be carried out in the event of an impairment loss which is not expected to be permanent. (4) In the case of assets in circulation, depreciation must be carried out in order to make amortisation with a lower value , which results from a stock exchange or market price at the end of the closing date. If a stock exchange or market price is not established and the cost of the acquisition or production exceeds the value to be added to the assets at the closing date, this value must be written down to this value. (5) A lower value in accordance with the provisions of the fifth or sixth sentence of paragraph 3 and paragraph 4 shall not be retained if the reasons for such sentence are no longer in place. A lower value of a paid goodwill or goodwill should be maintained.

Footnote

(+ + + § 253 (3) sentence 3 and 4: For the first application, see: Art. 75 (4) HGBEG + + +) Unofficial table of contents

Section 254 Education of evaluation units

Where assets, liabilities, floating transactions or highly probable transactions are expected to compensate for any changes in value or cash flows resulting from the entry of comparable risks with financial instruments § 249 (1), Section 252 (1) (3) and (4), Section 253 (1), first sentence, and § 256a are not applicable to the extent and for the period during which the countercurrent value changes or payment flows compensate each other. In the case of financial instruments within the meaning of the first sentence, transactions relating to the acquisition or sale of goods shall also apply. Unofficial table of contents

§ 255 Assessment scales

(1) Purchase costs are the expenses incurred in order to acquire an asset and to put it in an operational state, insofar as they can be individually assigned to the asset. The cost of acquisition also includes incitation costs and subsequent acquisition costs. (2) Production costs are the costs incurred by the consumption of goods and the use of services for the production of an asset. property, its extension or a substantial improvement beyond its original condition. These include the material costs, the manufacturing costs and the special costs of the production, as well as appropriate parts of the material overhead costs, the production overhead costs and the value consumption of the fixed assets, as far as this is caused by the manufacturing process. is. In the calculation of production costs, appropriate parts of the costs of the general administration, as well as reasonable expenses for social institutions of the holding, voluntary social services and occupational pension schemes may be taken into account. insofar as these are to be accounted for during the period of manufacture. Research and distribution costs must not be included. (2a) Production costs of a self-created intangible asset of fixed assets shall be the expenses incurred in the development of the fixed assets under paragraph 2. is the application of research results or of other knowledge for the re-development of goods or processes or the further development of goods or processes by means of substantial changes. Research is the independent and systematic search for new scientific or technical findings or experiences of a general nature, about their technical feasibility and economic success prospects in principle no statements can be done. If research and development cannot be reliably distinguished from one another, an activation is excluded. (3) Interest on foreign capital does not belong to the production costs. Interest on foreign capital used to finance the production of an asset may be applied to the extent to which it is accounted for during the period of manufacture, in which case it shall be deemed to be the production cost of the Asset. (4) The fair value is equal to the market price. To the extent that there is no active market on the basis of which the market price can be determined, the fair value shall be determined by means of generally accepted valuation methods. If the fair value cannot be determined either in accordance with the first sentence or in the second sentence, the cost of acquisition or production shall be continued in accordance with Section 253 (4). The fair value last determined in accordance with the first or second sentence shall be deemed to be the cost of acquisition or production in the meaning of sentence 3.

Footnote

(+ + + § 255: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 256 Evaluation simplification procedure

To the extent that it complies with the principles of proper accounting, it may be made subject to the valuation of similar assets in the stock of stocks that the first or most recently purchased or produced assets shall be subject to the same rules as those of the previous Assets first consumed or sold. § 240 (3) and (4) shall also apply to the annual accounts. Unofficial table of contents

Section 256a Currency conversion

Assets and liabilities denominated in foreign currency are to be converted to the foreign exchange rate exchange rate at the closing date. For a remaining term of one year or less, § 253 (1) sentence 1 and § 252 (1) No. 4 half sentence 2 shall not be applied.

Third Subsection
Storage and Template

Unofficial table of contents

Section 257 Storage of documents
Retention periods

(1) Each merchant shall be obliged to keep the following documents in order:
1.
Trading books, inventories, opening balances, annual accounts, individual financial statements pursuant to section 325 (2a), annual reports, consolidated financial statements, group management reports, as well as the work instructions and other work instructions required for their understanding Organisational documents,
2.
the trade letters received,
3.
Reproductions of the trade letters sent,
4.
Receipts for bookings in the books to be carried out by him pursuant to § 238 (1) (1) to the accounts (booking documents).
(2) Trade letters are only documents relating to a trading business. (3) With the exception of the opening balances and financial statements, the documents referred to in paragraph 1 may also be used as a reproduction on an image carrier or on other data carriers. if it complies with the principles of proper accounting and ensures that the reproduction or the data
1.
in the case of the received trading letters and the accounting documents, the content of the documents and the contents of the other documents shall be identical if they are made legible,
2.
for the duration of the retention period, they may be made legible at any time within a reasonable period of time.
Where documents have been produced on data carriers pursuant to § 239 (4) sentence 1, the data may also be stored in printed form instead of the data medium; the printed documents may also be kept in accordance with the first sentence. (4) The documents referred to in paragraph 1 (5) The retention period shall begin at the end of the calendar year in which the last entry in the trading book is made, established the inventory, the opening balance sheet or the annual accounts, the individual financial statements in accordance with section 325 (2a) or the consolidated financial statements have been drawn up, the commercial letter has been received or sent out or the receipt of the reservation has been established. Unofficial table of contents

Section 258 Vorlegung im Rechtsstreit

(1) In the course of a dispute, the Court of First Instance may, on request or on its own account, order a party's trading books. (2) The provisions of the Civil Procedure Code shall remain on the obligation of the opponent to lay down documents unaffected. Unofficial table of contents

Section 259 Excerpt in case of a legal dispute

Where trade books are presented in a legal dispute, their content shall, in so far as it concerns the point of dispute, be considered by the parties concerned and, if appropriate, an extract shall be made. The rest of the contents of the books shall be disclosed to the Court of First Instance in so far as it is necessary for the examination of their proper conduct. Unofficial table of contents

Section 260-Vorlegung bei disputes

In the case of asset transfers, in particular in the case of inheritance, property and social matters, the Court may order the presentation of the trading books for information on their whole content. Unofficial table of contents

§ 261 Filing of documents on image or data carriers

Any person who can submit documents to be stored only in the form of a reproduction on an image carrier or on other data carriers shall be obliged to make available at his expense those tools which are necessary to provide the documents to the extent necessary, to print the documents at their own expense or to teach them legible reproductions without any means.

Fourth subsection
National law

Unofficial table of contents

§ 262

(dropped) Unofficial table of contents

Section 263 Subject to national law

Companies without their own legal personality shall remain unaffected by a municipality, a community association or a special purpose association of national law which deviate from the provisions of this section.

Second section
Supplementary rules for corporations (limited liability companies, limited liability companies and limited liability companies) and certain partnerships

First subsection
Annual accounts of the capital company and management report

First Title
General provisions

Unofficial table of contents

§ 264 obligation to draw up; exemption

(1) The legal representatives of a capital company have the annual accounts (§ 242) to expand an appendix, which forms a unit with the balance sheet and the profit and loss account, as well as to draw up a management report. The legal representatives of a capital-market-oriented capital company, which is not obliged to draw up a consolidated financial statements, have to expand the annual financial statements to include a cash flow statement and an equity level, which with the balance sheet, profit and loss account and annex form a unit; they may extend the annual financial statements by means of segment reporting. The annual accounts and the annual report shall be drawn up by the legal representatives in the first three months of the financial year for the past financial year. Small capital companies (§ 267 (1)) do not need to draw up the management report; they may also issue the annual accounts at a later date if this corresponds to a proper course of business, but within the first six months of the Fiscal year. Micro-entities (§ 267a) do not require the annual accounts to be extended by an appendix if they are
1.
the information referred to in Article 268 (7);
2.
the information referred to in Article 285 (9) (c); and
3.
in the case of a public limited company, the information referred to in Article 160 (3) sentence 2 of the German Stock
under the balance sheet. (1a) In the annual accounts, the company, the registered office, the register court and the number under which the company is registered in the commercial register shall be indicated. If the company is in liquidation or winding-up, this fact must also be disclosed. (2) The annual accounts of the capital company have a true status in accordance with the principles of proper accounting. to provide a corresponding picture of the capital company's financial position, financial position and profit. If special circumstances mean that the annual accounts do not give a true and fair view in the sense of the sentence 1, additional information shall be given in the Annex. The legal representatives of a capital company which is a domestic issuer within the meaning of Article 2 (7) of the German Securities Trading Act and not a capital company within the meaning of § 327a shall, at the time of the signing, assure in writing that, after to the best of the knowledge of the annual accounts, give a true and fair view in the sense of the sentence 1, or contain the Annex according to sentence 2. Where a micro-capital company makes use of the relief referred to in the fifth sentence of paragraph 1, additional information required under the second sentence shall be made available under the balance sheet. It is presumed that an annual financial statement, taking into account the facilitation of micro-capital companies, meets the requirements of the first sentence. (3) A capital company, which is a subsidiary in the The consolidated financial statements of a parent company established in one of the Member States of the European Union or of another State Party to the Agreement on the European Economic Area shall be subject to the provisions of this Subsection and of the Third and fourth subsections of this section shall not apply if all The following conditions are met:
1.
all members of the subsidiary have agreed to the exemption for the respective financial year;
2.
the parent undertaking has agreed to enter into the following financial year for the commitments entered into by the subsidiary up to the closing date;
3.
the consolidated financial statements and the group management report of the parent undertaking have been drawn up and tested in accordance with the legislation of the State in which the parent undertaking has its registered office and in accordance with the following Directives:
a)
Directive 2013 /34/EU of the European Parliament and of the Council of 26 June 2013 on the annual accounts, consolidated accounts and related reports of undertakings of certain types of law and amending Directive 2006 /43/EC of the European Parliament and of the Council of 26 June 2013 on the annual accounts, consolidated accounts and related reports of undertakings European Parliament and Council and repealing Council Directives 78 /660/EEC and 83 /349/EEC (OJ L 136, 31.3.1978, p. OJ L 182, 29.6.2013, p.19),
b)
Directive 2006 /43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts, amending Council Directives 78 /660/EEC and 83 /349/EEC, and repealing the Council Directive 84 /253/EEC (OJ L 136, 31.3.1984, p 87), as defined by Directive 2013 /34/EU (OJ L 157, 9.6.2006, p. 19) has been amended;
4.
the exemption of the subsidiary is indicated in the notes to the parent company ' s consolidated financial statements; and
5.
The subsidiary has been disclosed in accordance with Article 325 (1) to (1b):
a)
the decision referred to in point 1,
b)
the declaration referred to in point 2;
c)
the consolidated financial statements,
d)
the group management report and
e)
the endorsement of the consolidated financial statements and the group management report of the parent company as specified in point 3.
Where the parent undertaking has already disclosed individual or all of the documents referred to in the first subparagraph of point 5, the subsidiary undertaking shall not reopen the relevant documents if it is listed in the Bundesanzeiger (Federal Gazette) under the subsidiary undertaking § 326 (2) shall not apply to this disclosure. The second sentence shall only apply if the parent company has disclosed the document in question in German or in English, or if the subsidiary has additionally provided a certified translation of that document in German in accordance with Article 325 (1) of the German language. (4) Paragraph 3 shall not apply if a capital company is the subsidiary of a parent undertaking which has drawn up a consolidated financial statements in accordance with the provisions of the publicity law, and where: Consolidated financial statements of the right to vote of § 13 (3) sentence 1 of the publicity law § 314 (3) shall remain unaffected.

Footnote

(+ + + § 264: For application see Art. 75 (1) HGBEG + + +)
(+ + + § 264 (1) sentence 4, para. 3 and 4: For use, see § 46 sentence 2 KAGB u. § 135 para. 2 sentence 2 KAGB + + +) Unofficial table of contents

Section 264a Application to certain open trading companies and limited partnerships

(1) The provisions of the First to Fifth Subsections of the Second Section shall also apply to open trading companies and limited partnerships in which not at least one personally liable partner
1.
a natural person or
2.
an open trading company, a limited partnership, or any other partnership with a natural person as a personally liable partner
(2) In accordance with the provisions of this Section, the legal representatives of an open trading company and the limited partnership referred to in paragraph 1 shall be deemed to be the members of the Authorised bodies of the authorised companies. Unofficial table of contents

Section 264b Liberation of the open trading companies and limited liability companies within the meaning of Section 264a of the application of the provisions of this Section

A commercial company within the meaning of Article 264a (1) shall be exempted from the obligation to draw up an annual financial statement and a management report in accordance with the provisions of this section, to have it examined and disclosed if all the following: Requirements are met:
1.
the company in question is included in the consolidated financial statements and in the group management report
a)
a personally liable partner of the company concerned; or
b)
a parent undertaking established in a Member State of the European Union or another State Party to the Agreement on the European Economic Area, if a larger group of undertakings is included in the consolidated financial statements;
2.
the condition laid down in Article 264 (3), first sentence, point (3), is fulfilled;
3.
the exemption of the persons trading company is indicated in the notes to the consolidated financial statements; and
4.
The consolidated financial statements, the group management report and the audit opinion pursuant to section 325 (1) to (1b) have been disclosed for the passenger trading company; § 264 (3), second sentence, and 3 are to be applied accordingly.

Footnote

(+ + + § 264b: For application cf. § 46 sentence 2 KAGB, § 135 para. 2 sentence 2 KAGB u. Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 264c Special provisions for open trading companies and limited partnerships within the meaning of § 264a

(1) Lending, receivables and liabilities to shareholders shall as a rule be indicated as such separately or in the notes to be indicated in the notes. If they are shown in other items, this property must be noted. (2) § 266 (3) (A) shall apply with the proviso that the following items shall be shown separately as equity capital:
I.
Capital shares
II.
Reserves
III.
Profit proposal/loss contribution
IV.
Net profit/year loss.
Instead of the "subscribed capital" item, the capital shares of the personally liable partners are to be expelled; they may also be reported in a consolidated form. The loss arising from the share of the capital of a personally liable partner for the financial year shall be deducted from the share of the capital. To the extent that the loss exceeds the share of the capital, it shall be issued on the assets side under the name "Personally Liable Partner" under the claims separately, in so far as there is a payment obligation. If there is no obligation to pay, the amount shall be referred to as the "non-loss part of a person liable to be personally liable" and must be expletive in accordance with Section 268 (3). The provisions of sentences 2 to 5 shall apply mutatis-ly to the deposits of limited persons, all of which shall be disclosed separately in relation to the shares of the capital of the shareholders liable to be personally liable. However, a claim may only be expelled if there is a deposit obligation; the same shall apply if a limited number of shares takes up profit shares, while its share of capital is diminished by loss below the amount of the deposit made or to the extent that the taking of the share of the capital is less than the amount referred to. As reserves, only amounts which have been formed on the basis of a company-law agreement shall be shown. The appendix contains the amount of the deposits registered in the commercial register pursuant to § 172 (1), insofar as these are not provided. (3) The other assets of the shareholders (private assets) must not be included in the balance sheet and the assets of the private assets. The profit and loss account may not be included in the income statement. However, in the profit and loss account, a tax expense of the shareholders corresponding to the tax rate of the complementary company may be dismissed or added in accordance with the item "annual surcharge/annual loss". (4) Shares in Complementary companies shall be shown in the balance sheet on the assets side under items A.III.1 or A.III.3. Section 272 (4) is to be applied with the proviso that for these shares in the amount of the activated amount according to the item "equity", a special item is to be formed under the name "compensation post for activated own shares". (5) Power the In the case of a company governed by a right to vote in accordance with the third sentence of Article 266 (1) (3) or (4), the breakdown of the condensed balance sheet after the exercise of that right shall be determined The determination of the balance sheet items in accordance with the preceding paragraphs shall remain unaffected. Unofficial table of contents

Section 264d Capital market-oriented capital company

A capital company is capital-market-oriented if it makes use of an organized market within the meaning of Section 2 (5) of the Securities Trading Act through securities issued by it within the meaning of Article 2 (1) of the German Securities Trading Act (Wertpapierhandelsgesetz) or the admission of such securities to trading in an organised market. Unofficial table of contents

Section 265 General principles for the structure

(1) The form of presentation, in particular the breakdown of successive balance sheets and profit and loss accounts, shall be maintained unless, in exceptional circumstances, derogations are necessary due to exceptional circumstances. The deviations shall be indicated and explained in the Annex. (2) The balance sheet and the profit and loss account shall indicate the corresponding amount of the previous financial year for each item. If the amounts are not comparable, this shall be indicated and explained in the Annex. If the amount of the balance sheet is adjusted to the previous year, this shall also be indicated and explained in the appendix. (3) If an asset or guilt falls under several items of the balance sheet, membership to other items shall be included in the item under which the item is: If this is necessary to draw up a clear and clear annual financial statement (4), there are a number of branches and, depending on the case, the breakdown of the annual accounts shall be determined in accordance with the following: , the annual accounts shall be adopted in accordance with the rules laid down for a the structure required by the branch and supplemented by the structure required for the other branches of the business. The supplement shall be indicated in the Annex and substantiated. (5) A further breakdown of the items shall be permitted, but the required outline shall be taken into account. New items and subtotals may be added if their content is not covered by a prescribed item. (6) Outline and designation of the balance sheet items and the profit and loss account provided with Arabic figures if this is necessary because of the specificities of the capital company to establish a clear and clear annual financial statements. (7) The items in the balance sheet and the profit and loss account, which are provided with Arabic figures, may be taken, if no special forms are required, combined be expelled if:
1.
they contain an amount which is not relevant for the provision of an image corresponding to the actual situation within the meaning of section 264 (2), or
2.
in this case, the clarity of the presentation shall be increased, but in such a case the combined items shall be shown separately in the Annex.
(8) A post of balance sheet or profit and loss account which does not include an amount does not need to be listed unless an amount has been shown in the previous financial year under this item.

Footnote

(+ + + § 265: For application, see Art. 75 (1) HGBEG + + +)

Second Title
Balance sheet

Unofficial table of contents

Section 266 Outline of the balance sheet

(1) The balance sheet shall be drawn up in the form of an account. In so doing, medium-sized and large corporations (§ 267 (2) and (3)) shall, on the assets side, identify the items referred to in paragraph 2 and, on the liabilities side, the items referred to in paragraph 3, separately and in the prescribed order. Small capital companies (Article 267 (1)) need only to draw up a condensed balance sheet, in which only the items referred to in paragraphs 2 and 3 with letters and roman numbers are recorded separately and in the prescribed sequence. . Micro-capital companies (§ 267a) need only to draw up a condensed balance sheet, in which only the items referred to in paragraphs 2 and 3 with letters are recorded separately and in the prescribed order. (2)
A.
Fixed assets:
I.
Intangible assets:
1.
Self-created industrial property rights and similar rights and values;
2.
concessions, industrial property rights and similar rights and values, as well as licences, on such rights and values;
3.
goodwill or goodwill;
4.
the payments made;
II.
Tangible assets:
1.
land, equal rights and buildings, including buildings on foreign land;
2.
technical equipment and machinery;
3.
Other equipment, operating and business equipment;
4.
the payments and installations carried out under construction;
III.
Financial assets:
1.
shares in affiliated companies;
2.
Lending to affiliated companies;
3.
participations;
4.
Lending to undertakings with which there is an equity ratio;
5.
securities of fixed assets;
6.
other lending.
B.
Circulatory capacity:
I.
Stocks:
1.
Raw materials, auxiliary materials and operating materials;
2.
unfinished products, unfinished services;
3.
finished products and goods;
4.
the payments made;
II.
Receivables and other assets:
1.
Claims arising from deliveries and services;
2.
claims against affiliated undertakings;
3.
exposures to undertakings with which an equity ratio exists;
4.
other assets;
III.
Securities:
1.
shares in affiliated companies;
2.
other securities;
IV.
Cash balances, Bundesbank deposits, credit institutions and cheques.
C.
Clearance of account clearance.
D.
Active deferred taxes.
E.
Active goodwill amount from the balance sheet.
(3) Passive side
A.
Equity:
I.
Subscribed capital;
II.
the capital reserve;
III.
Profit Reserves:
1.
legal reserve;
2.
the reserve for shares in a dominant or majority-owned company;
3.
statutory reserves;
4.
other retained earnings;
IV.
Profit/loss account;
V.
Annual surcharge/annual loss.
B.
Provisions:
1.
Provisions for pensions and similar obligations;
2.
tax provisions;
3.
other provisions.
C.
Liabilities:
1.
Convertibility of the convertible;
2.
liabilities to credit institutions;
3.
received deposits on orders;
4.
Obligations arising from deliveries and services;
5.
Liabilities arising from the acceptance of a change and the issuing of own bills of exchange;
6.
liabilities to related enterprises;
7.
Liabilities to companies with which an equity ratio exists;
8.
other liabilities, including taxes, within the framework of social security.
D.
Clearance of account clearance.
E.
Passive deferred taxes.
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Section 267 Rewriting of the size classes

(1) Small capital companies are those which do not exceed at least two of the following three characteristics:
1.
6 000 000 euro balance sheet total.
2.
EUR 12 000 000 in turnover in the twelve months preceding the closing date.
3.
The average annual average of 50 employees.
(2) Medium-sized capital companies shall be those which exceed at least two of the three characteristics referred to in paragraph 1 and which do not exceed at least two of the three following characteristics:
1.
20 000 000 euro balance sheet total.
2.
EUR 40 000 000 in turnover in the twelve months preceding the closing date.
3.
The average annual average of two hundred and fifty employees.
(3) Large capital companies are those which exceed at least two of the three characteristics referred to in paragraph 2. A capital company in the sense of § 264d shall always be deemed to be large. (4) The legal consequences of the features referred to in paragraphs 1 to 3, first sentence, enter only if they exceed or fall below the closing date of two consecutive financial years. . In the case of conversion or re-establishment, the legal consequences shall already arise if the conditions set out in paragraph 1, 2 or 3 are fulfilled on the first closing date after the conversion or re-establishment. Sentence 2 shall not apply in the event of a change of form, provided that the formchanging legal entity is a capital company or a person-trading company within the meaning of Section 264a (1). (4a) The balance sheet total is composed of the items which are: listed in points A to E of section 266 (2). A shortfall shown on the assets side (Section 268 (3)) is not included in the balance sheet total. (5) The average number of employees is the fourth part of the sum of the figures for each of 31 March, 30 June, 30 September and 30 September. 31 December, employees, including workers employed abroad, but without the employees who are employed for their vocational training. (6) The information and information rights of employees ' representatives shall remain in accordance with other laws unaffected.

Footnote

(+ + + § 267: For application, see Art. 75 (2) HGBEG + + +) Unofficial table of contents

§ 267a Micro-capital companies

(1) Micro-capital companies are small capital companies which do not exceed at least two of the three following characteristics:
1.
EUR 350 000 balance sheet total;
2.
EUR 700 000 in sales revenue in the 12 months preceding the closing date;
3.
an annual average of ten employees.
§ 267 (4) to (6) applies accordingly. (2) The special arrangements provided for in this Act for small corporations (§ 267 (1)) shall apply mutatily to micro-capital companies unless otherwise specified. (3) None of the provisions of the Act Micro-capital companies are:
1.
investment companies within the meaning of Article 1 (11) of the Capital Investment Code;
2.
Company participation companies within the meaning of Section 1a (1) of the Law on Company Participation Societies or
3.
Undertakings whose sole purpose is to acquire holdings in other undertakings and to administer and exploit such holdings without being directly or indirectly involved in the management of such undertakings; , the exercise of the rights to which they are acting as shareholders or members shall be disregarded.

Footnote

(+ + + § 267a (1): For application, see Art. 75 (2) HGBEG + + +)
(+ + + § 267a (3): For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 268 Rules relating to individual items of the balance sheet
Balance Sheet

(1) The balance sheet may also be drawn up in the light of the full or partial use of the annual result. Where the balance sheet is drawn up in the light of the partial use of the annual result, the item entitled "Annual excess/year of absence" and "profit/loss presentation" shall be replaced by the item entitled "Balance sheet profit/balance sheet loss"; existing profit or loss account must be included in the item "balance sheet profit/balance sheet loss" and should be disclosed separately in the balance sheet. The indication can also be made in the Annex. (2) (omitted) (3) If the equity capital is used up by losses and an excess of the liabilities item on the assets is obtained, this amount shall be at the end of the balance sheet on the assets side. (4) The amount of claims with a residual maturity of more than one year shall be recorded for each item of separately reported items. If, under the item "other assets", amounts are shown for assets which are not legally incurred until after the closing date, amounts which have a greater extent must be explained in the Annex. (5) The amount the liabilities with a residual maturity of up to one year and the amount of the liabilities with a residual maturity of more than one year shall be recorded for each separately reported post. Payments received on orders are, in so far as payments to inventories are not dismissed by the item "inventories", to be dismissed under the liabilities separately. If, under the item "liabilities", amounts for liabilities are shown which are not legally incurred until after the closing date, amounts which have a greater extent must be explained in the appendix. (6) A in accordance with § 250 para. 3 in the The balance sheet shall be shown separately in the balance sheet or indicated in the appendix. (7) For the liability conditions referred to in § 251, the amount of the difference shall be determined by the following:
1.
the information on liabilities and liabilities not shown on the liabilities side of the Annex,
2.
specify the liability conditions in each case separately specifying the pledge and other collateral granted and
3.
In this connection, obligations relating to retirement provision and obligations to affiliated or associated companies must be recorded separately.
(8) Where self-created intangible assets of fixed assets are shown in the balance sheet, profits may be distributed only if the remaining freely available reserves after the payout plus any other assets are not included in the balance sheet. The profit and loss of a claim shall be at least equal to the total amount of the deferred tax incurred, less the deferred tax liabilities. Where active deferred taxes are included in the balance sheet, the first sentence shall be applied to the amount by which the deferred tax assets are in excess of the deferred tax liabilities. In the case of assets in the meaning of the second sentence of Article 246 (2), the first sentence shall be applied to the amount less the deferred tax liabilities, which exceed the acquisition costs.

Footnote

(+ + + § 268: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 269 (omitted)

Unofficial table of contents

Section 270 Education of certain items

(1) Settings in the capital reserve and its resolution shall be made at the time of drawing up the balance sheet. (2) If the balance sheet is drawn up taking into account the total or partial use of the annual result, the balance sheet shall be: Withdrawal from retained earnings as well as adjustments in retained earnings, which are to be made under the law, the social contract or the articles of association or which have been decided on the basis of such provisions, already in the preparation of the balance sheet. consideration. Unofficial table of contents

§ 271 participations. Related enterprises

(1) participations are shares in other companies which are intended to serve their own business operations by establishing a permanent link with those companies. It is not significant whether the shares in securities are securitised or not. Participation shall be presumed if the shares in a company as a whole are the fifth part of the nominal capital of that undertaking or, if a nominal capital is not present, the fifth part of the sum of all the shares in this company . The calculation is subject to § 16 (2) and (4) of the German Stock Corporation Act. Membership in a registered cooperative does not apply as a participation in the meaning of this book. (2) Affiliated companies within the meaning of this book are those companies which, as parent companies or subsidiaries (§ 290), are included in the consolidated financial statements of a parent undertaking in accordance with the full consolidation rules which, as the supreme parent undertaking, shall draw up the most extensive consolidated financial statements in accordance with the second subsection, even if the establishment of the parent undertaking is , or a liberating consolidated financial statements in accordance with § § 291 or 292 Subsidiaries, which are not included in accordance with § 296, are also affiliated companies.

Footnote

(+ + + § 271: For application cf. Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 272 Equity

(1) subscribed capital is the capital to which the liability of the shareholders for the liabilities of the capital company is limited to the creditors. It is to be used with the nominal amount. The unsolicited outstanding deposits on the subscribed capital shall be dismissed by the item entitled "subscribed capital"; the remaining amount shall be identified as the item "Requested Capital" in the main column of the Passive Side; the (1a) The nominal amount or, if there is no such amount, the calculated value of acquired own shares shall be indicated separately in accordance with the requirements of the the item "subscribed capital" is to be dislocated from the item open. The difference between the nominal value or the calculated value and the acquisition cost of the own shares shall be offset by the freely available reserves. Expenses incurred by the acquisition costs are expenses of the financial year. (1b) After the sale of its own shares, the identity of the card in accordance with the first sentence of paragraph 1a shall be omitted. A difference in the nominal value or the calculated value from the disposal proceeds shall be adjusted up to the amount of the amount calculated with the freely available reserves in the respective reserves. A difference in excess shall be set in the capital reserve referred to in paragraph 2 (1). The additional costs of the divestment are expenses of the financial year. (2) As capital reserves are to be rejected
1.
the amount obtained in the issuing of shares, including reference shares, above the nominal value or, if a nominal amount does not exist, beyond the accounting par value;
2.
the amount obtained in the issuing of debt securities for conversion rights and option rights for the acquisition of shares;
3.
the amount of payments made by members against the grant of a preferential payment for their shares;
4.
the amount of other payments made by shareholders in the equity capital.
(3) Only amounts which have been formed from the result in the financial year or in an earlier financial year may be shown as profit reserves. This includes reserves and other profit reserves based on the statutory or social contract or the articles of association. (4) A reserve must be formed for shares in a ruling or a majority of companies. The reserve shall be adjusted to an amount corresponding to the amount applied on the assets side of the balance sheet for the shares in the dominant undertaking or by a majority of the undertakings concerned. The reserve, which is already to be drawn up in the drawing up of the balance sheet, may be made up of existing freely available reserves. The reserve shall be resolved in so far as the shares are sold, issued or drawn up in the dominant or most participating undertaking or a lower amount is charged on the assets side. (5) The excess shall be surrendered to a Part of the annual surplus in the profit and loss account shall be the amounts received as dividends or shares or on the payment of which the capital company is entitled, the difference shall be entered in a To discontinue the reserve, which must not be distributed. The reserve shall be disbursed in so far as the capital company acquires the amounts or acquires a claim for payment.

Footnote

(+ + + § 272: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 273 (omitted)

Unofficial table of contents

§ 274 Latente tax

(1) The existence of differences between the commercial value rates of assets, liabilities and accounting policies and their tax value rates, which are likely to be deducted in subsequent financial years, is a case of The total tax burden resulting from this as a passive deferred tax (Section 266 (3) of the E.U.) must be included in the balance sheet. A total tax relief resulting from this can be considered as active deferred taxes (§ 266 para. 2 D.) in the balance sheet. The resulting tax-relief and the resulting tax relief can also be set uncalculated. Tax losses are to be taken into account in the calculation of active deferred taxes in the amount of the loss account to be expected within the next five years. (2) The amounts of the resulting tax-relief and discharge are with the individual tax rates at the time of the demise of the differences, and not to be galvanissed. The designated items shall be disbursed as soon as the tax or discharge is no longer to be expected or no longer to be expected. The expense or income from the change of deferred taxes accounted for in the profit and loss account shall be shown separately under the heading "Tax on income and income". Unofficial table of contents

§ 274a Size-dependent easing

Small capital companies are exempt from the application of the following rules:
1.
Section 268 (4), second sentence, on the obligation to explain certain requirements in the Annex,
2.
Section 268 (5), third sentence, on the explanation of certain liabilities in the Annex;
3.
Section 268 (6) on the accounting management post, in accordance with section 250 (3),
4.
Section 274 on the delimitation of deferred taxes.

Footnote

(+ + + § 274a: For application see Art. 75 (1) HGBEG + + +)

Third Title
Profit and loss account

Unofficial table of contents

Section 275 Outline

(1) The profit and loss account shall be drawn up in the form of a relay in accordance with the overall cost procedure or the cost-of-sales procedure. In so doing, the items referred to in paragraph 2 or 3 shall be indicated separately in the order indicated. (2) In the case of application of the overall cost procedure, the following shall be shown:
1.
Sales revenue
2.
Increase or decrease of the stock of finished and unfinished products
3.
other activated own services
4.
other operating income
5.
Material cost:
a)
Expenditure on raw, auxiliary and operating materials and for related products
b)
Expenditure related to benefits
6.
Personnel expenses:
a)
Wages and salaries
b)
social charges and expenses for retirement provision and support, including for retirement provision
7.
Depreciation:
a)
on intangible assets of fixed assets and property, plant and equipment
b)
on assets of oratory assets, in so far as these exceed the depreciation of the capital company
8.
Other operating expenses
9.
Income from participations, of which related undertakings
10.
Income from other securities and lending of financial assets, of which related entities
11.
other interest and similar income, of which related undertakings
12.
Depreciation and amortisation of financial assets and on-circulation securities
13.
Interest and similar charges, of which to related undertakings
14.
Taxes on income and income
15.
Result after tax
16.
other taxes
17.
Net profit/year loss.
(3) In the case of application of the sales cost method, the following shall be shown:
1.
Sales revenue
2.
Production costs of the services provided in order to achieve the turnover
3.
Gross profit from turnover
4.
Distribution Cost
5.
general administrative costs
6.
other operating income
7.
Other operating expenses
8.
Income from participations, of which related undertakings
9.
Income from other securities and lending of financial assets, of which related entities
10.
other interest and similar income, of which related undertakings
11.
Depreciation and amortisation of financial assets and on-circulation securities
12.
Interest and similar charges, of which to related undertakings
13.
Taxes on income and income
14.
Result after tax
15.
other taxes
16.
Net profit/year loss.
(4) Changes in the capital and profit reserves may not be shown in the profit and loss account only after the item "annual excess/year loss amount". (5) Micro-capital companies (§ 267a) may be replaced by the stagings according to the (2) and (3) shall constitute the profit and loss account as follows:
1.
sales revenue,
2.
other income,
3.
Material cost,
4.
Personnel expenses,
5.
depreciation, amortisation
6.
other expenses,
7.
Control,
8.
Net profit/year loss.

Footnote

(+ + + § 275: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 276 Size-dependent easing

Small and medium-sized corporations (Section 267 (1), (2)) may summarize the items in Section 275 (2) (1) to (5) or (3) (3) to (3) and (6) to a post under the name "RoherResult". The facilities provided for in the first sentence shall not apply to micro-capital companies (§ 267a), which make use of the provisions of Section 275 (5).

Footnote

(+ + + § 276: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 277 Rules relating to individual items of the profit and loss account

(1) Revenue from the sale and lease or lease of products, as well as from the provision of services of the capital company after deduction of revenue and sales tax, and other directly related products, shall be regarded as revenue. (2) Changes in the quantity and value of the value must be taken into account as well as changes in the quantity, but depreciation and amortization shall only be taken into account in so far as these depreciation or amortization is otherwise customary in the capital company. (3) Non-scheduled depreciation in accordance with section 253 (3) Substitutes 5 and 6 shall each be indicated separately or shall be indicated in the Annex. Income and expenses arising from loss-taking and profits resulting from a profit community, a profit or loss of profit or a partial profit or loss transfer contract are each separately identified under the appropriate name. (4) (4) (omitted) (5) Income from the interest shall be shown separately in the income statement under the item "Other interest and similar income" and expenses separately under the item "Interest and similar charges". Income from the currency conversion shall be shown separately in the profit and loss account under the item "Other operating income" and expenses arising from the currency translation, separately under the item "Other operating expenses".

Footnote

(+ + + § 277 para. 1: For application see Art. 75 (2) HGBEG + + +)
(+ + + § 277 (3) and 4: For use, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 278 (omitted)

Footnote

(+ + + § 278: For application, see Art. 75 (1) HGBEG + + +)

Fourth Title
(dropped)

Unofficial table of contents

§ § 279 to 283 (omitted)

Fifth Title
Annex

Unofficial table of contents

Section 284 Explanation of the balance sheet and the profit and loss account

(1) The notes to be included in the Annex are those required for each item in the balance sheet or in the profit and loss account; they are in the order of each item of the balance sheet and of the profit and loss account . The Annex shall also include the information not included in the balance sheet or in the profit and loss account in the exercise of a right to vote. (2) In the Annex, the following information shall be provided:
1.
the accounting policies applied to the balance sheet items and the profit and loss account are indicated;
2.
Deviations from accounting policies are indicated and justified; their influence on the assets, financial position and earnings situation shall be presented separately;
3.
when applying an evaluation method in accordance with § 240 (4), § 256 sentence 1, the difference amounts shall be shown in a flat-rate basis for the respective group if the evaluation is compared with an evaluation on the basis of the last prior to the closing date has a significant difference in exchange rates or market prices;
4.
Information on the inclusion of interest on foreign capital in the production costs.
(3) In the Annex, the development of the individual items of fixed assets should be presented in a separate breakdown. On the basis of the total cost of acquisition and production, the entries, declines, rebookings and attributions of the financial year as well as the depreciation are to be listed separately. For the depreciation, the following information shall be given separately:
1.
depreciation in its entirety at the beginning and end of the financial year,
2.
the depreciation and amortisation carried out during the financial year; and
3.
Changes in depreciation and amortisation of the total amount related to access and declines and rebookings in the course of the financial year.
Where interest for debt has been included in the production costs, the amount of interest in the financial year shall be indicated for each item of the fixed assets.

Footnote

(+ + + § 284: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 285 Other mandatory particulars

In addition, the Annex shall specify:
1.
on the liabilities recorded in the balance sheet
a)
the total amount of liabilities with a residual maturity of more than five years,
b)
the total amount of liabilities secured by pledge rights or similar rights, specifying the nature and form of the collateral;
2.
the breakdown of the information required in point 1 for each item of liabilities in accordance with the prescribed outline scheme;
3.
the nature and purpose, as well as the risks, benefits and financial implications of transactions not included in the balance sheet, to the extent that the risks and benefits are essential and that disclosure is necessary for the assessment of the financial position of the undertaking;
3a.
the total amount of other financial obligations which are not included in the balance sheet and which are not to be specified in accordance with Article 268 (7) or (3), provided that this information is relevant to the assessment of the financial situation; of which to indicate separately commitments on retirement provision and obligations to related or associated companies;
4.
the breakdown of turnover by activity and by geographic market, in so far as it takes into account the organisation of the sale, rental or leasing of products and the provision of services; the capital company makes a significant difference between the areas of activity and the geographically determined markets;
5.
(dropped)
6.
(dropped)
7.
the average number of employees employed during the financial year, broken down by group;
8.
When applying the cost-of-sales procedure (Section 275 (3))
a)
the material expenses of the financial year, broken down in accordance with § 275 para. 2 no. 5,
b)
the staff expenses of the financial year, broken down in accordance with § 275 para. 2 no. 6;
9.
for the members of the management body, of a supervisory board, of an advisory board or of a similar body, for each group of persons,
a)
the total remuneration granted for the activity in the financial year (salaries, profit-sharing, subscription rights and other equity-based remuneration, expenses, insurance fees, commissions and ancesuties of any kind). The total deductions also include references which are not disbursed, but which are converted into claims of a different kind or used in order to increase other claims. In addition to the references for the financial year, the additional references granted in the financial year, but up to now have not been given in any annual financial statements. The number and the fair value of subscription rights and other forms-based remuneration shall be indicated at the time of their award; any subsequent changes in value based on a change in the conditions of exercise shall be taken into account. In the case of a listed public limited company, the remuneration of each individual member of the Management Board, broken down by performance-related and performance-related components as well as components with long-term incentive effect, is also given by name-name. separately. This also applies to:
aa)
services which have been promised to the Member of the Management Board in the event of an early termination of his activity;
bb)
services which have been promised to the Member of the Board of Management in the event of a regular termination of his activity, with their cash value, and the amount paid or withdrawn by the company during the financial year;
cc)
amendments to these commitments agreed during the financial year;
dd)
Benefits which have been pledged in this context to a former Executive Board member who has completed his activity during the course of the financial year and have been granted in the course of the financial year.
Benefits granted to the individual Management Board member by a third party in respect of his/her duties as a member of the Management Board or in the financial year shall also be disclosed. If the annual accounts contain more detailed information on certain references, they must also be specified separately;
b)
the total salaries (severance payments, pensions, survivors ' pensions and related art services) of the former members of the designated bodies and their survivors. The provisions of point (a) and (3) shall apply accordingly. In addition, the amount of the provisions for current pensions and the amount of pensions paid for this group of persons shall be indicated and the amount of the provisions not set out for such obligations shall be disclosed;
c)
the advances and loans granted, with the indication of interest rates, the essential conditions and, where appropriate, amounts repaid or adopted in the financial year, as well as the liability conditions received for the benefit of such persons;
10.
all members of the management body and of a supervisory board, even if they are retired in the financial year or later, with the surname and at least one written first name, including the profession and the profession, Listed companies are also members of supervisory boards and other supervisory boards within the meaning of Section 125 (1) sentence 5 of the German Stock Corporation Act (AktG). The Chairman of a Supervisory Board, his deputies and any Chairman of the Executive Board shall be designated as such;
11.
Name and registered office of other companies, the amount of the share in the capital, the equity capital and the result of the last financial year of these companies for which an annual financial statement is available, in so far as it relates to participations within the meaning of Section 271 (1) or such a share is held by a person on behalf of the capital company;
11a.
the name, registered office and legal form of the undertakings, the unrestricted members of which are the capital company;
11b.
all holdings in large corporations exceeding 5 per cent of the voting rights shall be disclosed by listed companies;
12.
Provisions which are not shown separately in the balance sheet under the heading "other provisions" shall be explained where they have a not insignificant degree;
13.
an explanation of the period over which a goodwill acquired goodwill or goodwill is written off;
14.
the name and registered office of the parent company of the capital company, which shall draw up the consolidated financial statements for the largest group of undertakings, and the place where the consolidated financial statements set up by that parent company are available;
14a.
the name and registered office of the parent company of the capital company, which shall draw up the consolidated financial statements for the smallest circle of undertakings, and the place where the consolidated financial statements set up by that parent company are available;
15.
in so far as it is the appendix to the annual accounts of a person-trading company within the meaning of Article 264a (1), the name and registered office of the companies which are personally liable partners, and their subscribed capital;
15a.
the existence of forms of participation, right of enjoyment, convertible bonds, warrants, options, certificates or similar securities or rights, indicating the number and rights they have;
16.
that the declaration prescribed in accordance with section 161 of the German Stock Corporation Act has been issued and where it has been made publicly available;
17.
the total amount calculated by the auditor for the financial year, broken down into the fee for
a)
statutory audit services;
b)
other confirmation benefits,
c)
tax advisory services;
d)
other benefits,
in so far as the information is not included in a consolidated financial statements covering the enterprise;
18.
financial instruments belonging to the financial assets (Article 266 (2) (a) III), which are shown above their fair value, since an off-schedule depreciation is not required in accordance with Article 253 (3), sentence 6;
a)
the carrying amount and the fair value of the individual assets or appropriate groupings, and
b)
the reasons for the ominating of the depreciation, including evidence suggesting that the impairment is not likely to be permanent;
19.
for each category of derivative financial instruments which are not recognised at fair value
a)
whose nature and scope,
b)
the fair value of which is to be determined, in so far as it can be reliably determined in accordance with Article 255 (4), with an indication of the valuation method used,
c)
the carrying amount and the balance sheet in which the carrying amount, where available, is recorded, and
d)
the reasons why the fair value cannot be determined;
20.
Financial instruments valued at fair value in accordance with section 340e (3) sentence 1
a)
the basic assumptions used to determine the fair value by means of generally accepted valuation methods, and
b)
the scope and nature of each category of derivative financial instruments, including the essential conditions which may affect the level, timing and security of future cash flows;
21.
at least the non-market-related transactions, where they are essential, with related undertakings and persons, including information on the nature of the relationship, the value of the transactions, and other information relating to: the assessment of the financial situation is necessary, with the exception of transactions with and between undertakings included in the consolidated financial statements and between the medium or directly in 100% shareholy; information on transactions may be made by Business cards, provided that the separate statement for the an assessment of the impact on the financial situation is not necessary;
22.
in the case of activation in accordance with Article 248 (2), the total amount of research and development costs of the financial year and the amount of the intangible assets of the fixed assets created by the company itself;
23.
in the case of application of § 254,
a)
the amount of each asset, debt, floating transaction, and highly likely expected transactions to cover the risks in which types of valuation units are included, and the level of the transactions with which the assets are to be covered by the risk assessment units,
b)
for the risks which have been hedged in each case, why, to what extent and for what period, in the future, the contrary value changes or cash flows are likely to be offset, including the method of investigation;
c)
an explanation of the highly likely expected transactions that have been included in valuation units;
in so far as the information is not presented in the annual report;
24.
on the provisions for pensions and similar obligations, the actuarial calculation method applied and the basic assumptions of the calculation, such as interest rate, expected wage increases and the underlying assumptions Death plates;
25.
in the case of the settlement of assets and liabilities in accordance with section 246 (2), second sentence, the acquisition costs and fair value of the assets that have been invoiced, the amount of the calculated debt and the invoiced amount of the assets and liabilities. Expenditure and income; point 20 (a) shall apply accordingly;
26.
Shares in special assets in the sense of § 1 (10) of the Capital Investment Code or investment shares in investment securities companies with variable capital in the sense of § § 108 to 123 of the Capital Investment Code or comparable EU investment assets or comparable foreign investment assets of more than the tenth part, broken down by investment objectives, the value of which is in the sense of § § 168, 278 of the capital investment code or the § 36 of the investment law in the up to the 21 July 2013, or similar foreign provisions on the Determination of the market value, the difference between the carrying amount and the distribution of the financial year, as well as restrictions on the possibility of daily return; in addition, the reasons for a depreciation pursuant to § 253 (3) sentence 6 , including indications suggesting that impairment is not likely to be permanent; point 18 is not applicable to this extent;
27.
the reasons for assessing the risk of use for the liabilities and liabilities referred to in section 268 (7) half-sentence in the Annex;
28.
the total amount of the amounts in the sense of section 268 (8), broken down into amounts from the activation of self-created intangible assets of fixed assets, amounts from the activation of deferred taxes and from the activation of Assets at fair value;
29.
on which differences or tax losses the deferred taxes are based and on which tax rates the evaluation has been carried out;
30.
if deferred tax liabilities are included in the balance sheet, the deferred tax balances at the end of the financial year and the changes made to these balances during the financial year;
31.
the amount and nature of each income and expenditure of exceptional order of magnitude or of exceptional importance, in so far as the amounts are not of secondary importance;
32.
an explanation of the individual income and expenses in respect of their amount and their nature, which are to be attributed to another financial year, in so far as the amounts are not of secondary importance;
33.
Operations of particular importance which have occurred after the end of the financial year and are not taken into account either in the profit and loss account or in the balance sheet, indicating their nature and financial implications;
34.
the proposal for the use of the result or the decision on its use.

Footnote

(+ + + § 285: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 286 Subversion of information

(1) The reporting shall not be deemed to be necessary in so far as it is necessary for the good of the Federal Republic of Germany or of one of its countries. (2) The breakdown of the revenue in accordance with section 285 no. 4 may be maintained, insofar as the breakdown by (3) The information referred to in Article 285 (11) and (11b) may be left to the extent that it does not apply to the capital company. (3)
1.
are of secondary importance for the presentation of the assets, financial position and earnings situation of the capital company pursuant to § 264 (2), or
2.
are likely to cause a significant disadvantage to the capital company or to the other company, according to a reasonable commercial assessment.
The indication of the equity and the annual result may be maintained if the undertaking to report does not disclose its annual accounts and the reporting capital company does not have a dominant influence on the shall be able to exercise. Sentence 1 no. 2 shall not apply if the capital company or one of its subsidiaries (§ 290 (1) and (2)) is capital-market-oriented in the sense of § 264d at the end of the closing date. In addition, the application of the derogation provided for in the first sentence of the first sentence of paragraph 2 shall be indicated in the Annex. (4) In the case of companies which are not listed companies, the information required under Article 285 (9) (a) and (b) may be used to cover the total (5) The information requested in Article 285 (9) (a) (5) to (8) shall not be provided when the general meeting of the general meeting so requests has decided. A decision, which may be taken for a maximum of five years, requires a majority of at least three quarters of the share capital represented in the decision-making process. Section 136 (1) of the German Stock Corporation Act applies accordingly to a shareholder whose remuneration as a board member is affected by the decision-making process.

Footnote

(+ + + § 286: For application cf. Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 287 (omitted)

Unofficial table of contents

§ 288 Size-dependent easing

(1) Small capital companies (Article 267 (1)) do not need to be
1.
make the information according to § 264c (2) sentence 9, § 265 (4) sentence 2, § 284 (2) (3), (3), § 285 (2), (3), (4), (8), (9) (a) and (b), points 10 to 12, 14, 15, 15a, 17 to 19, 21, 22, 24, 26 to 30, 32 to 34;
2.
a separation by group in the case of the indication in accordance with Section 285 (7);
3.
in the case of the indication in accordance with section 285 (14a), specify the place where the consolidated financial statements issued by the parent undertaking are available.
(2) Medium-sized corporations (§ 267 (2)) do not require the indication in accordance with Section 285 (4), (29) and (32) of this Directive. If they do not make the claim in accordance with Section 285 (17), they shall be obliged to transmit them to the Chamber of Auditors on their written request. They need to provide the information in accordance with Section 285 (21) only if the transactions are directly or indirectly with a shareholder, company in which the company itself holds a holding, or members of the business management, supervisory or supervisory authorities, or Administrative bodies have been completed.

Footnote

(+ + + § 288: For application, see Art. 75 (1) HGBEG + + +)

Sixth Title
Site Report

Unofficial table of contents

Section 289 Content of the management report

(1) In the annual report, the course of the business, including the results of the business and the location of the capital company, shall be presented in such a way that an image corresponding to the actual conditions is conveyed. It shall contain a balanced and comprehensive analysis of the course of business and of the situation of the company, according to the scope and complexity of the business. The analysis shall include the financial performance indicators most important for the business activity and shall be explained by reference to the amounts and information shown in the annual accounts. In addition, the management report shall assess and explain the likely development with its essential opportunities and risks; the underlying assumptions shall be indicated. The legal representatives of a capital company within the meaning of § 264 (2) sentence 3 have to reassure that according to the best knowledge in the management report the business development including the business result and the location of the capital company so (2) In the annual report, it is also possible to describe the main opportunities and risks in the sense of sentence 4.
1.
a)
the company's risk management objectives and methods, including its methods of hedging all major types of transactions, which are covered by hedging transactions, and
b)
price-change, default and liquidity risks, as well as the risks arising from the volatility of payments, to which the company is exposed;
in each case with respect to the use of financial instruments by the company, and where this is relevant for the assessment of the situation or of the likely development;
2.
the Research and Development area;
3.
existing branches of the company;
4.
the basic features of the remuneration system of the company for the total remuneration referred to in § 285 No. 9, in so far as it is a listed public limited company. If information is also made in accordance with § 285 No. 9 (a) sentence 5 to 8, they may not be included in the Annex.
If the appendix contains information pursuant to Section 160 (1) (2) of the German Stock Corporation Act (Stock Corporation Act), it should be noted in the management report. (3) In the case of a large capital company (section 267 (3)), the third sentence of paragraph 1 shall apply, in accordance with non-financial performance indicators, as information on environmental and employee concerns, insofar as they are relevant for the understanding of the business process or the situation. (4) Shares and limited liability companies on shares, which are an organized market within the meaning of § 2 Article 7 of the German Securities Acquisition and Takeover Act, issued by them eligible shares must be reported in the management report:
1.
the composition of the subscribed capital; in the case of different classes of shares, the rights and obligations of each class and the share of the share capital shall be disclosed, in so far as the information is not included in the notes;
2.
restrictions, voting rights or the transfer of shares, even if they may arise from agreements between shareholders, to the extent that they are known to the Management Board of the Company;
3.
direct or indirect shareholdings in the capital which exceed 10% of the voting rights, in so far as the information is not included in the Annex;
4.
the holders of shares with special rights confering powers of control; the special rights shall be described;
5.
the nature of the control of voting rights where employees are involved in the capital and do not directly exercise their control rights;
6.
the statutory provisions and provisions of the Articles of Association concerning the appointment and dismise of the members of the Executive Board and the amendment of the Articles of Association;
7.
the powers of the Executive Board, in particular with regard to the possibility to issue or to buy back shares;
8.
essential agreements of the company, which are subject to a change of control as a result of a takeover bid, and which have the following effects; the indication may be left to the extent that it is appropriate for the company to: to the significant disadvantage, without prejudice to the obligation to apply in accordance with other statutory provisions;
9.
Compensation agreements of the company which are made in the event of a takeover bid with the members of the Management Board or employees, to the extent that the information is not to be made in the Annex.
If the information referred to in the first sentence is to be made in the appendix, it should be noted in the management report. (5) Capital companies in the sense of § 264d have the essential characteristics of the internal control and risk management system in the management report with regard to the Accounting process to be described.

Footnote

(+ + + § 289: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 289a Declaration on corporate governance

(1) listed companies as well as public limited companies which have issued only other securities as shares for trading on an organized market within the meaning of Section 2 (5) of the German Securities Trading Act and the issued securities issued by the shares. If shares are traded on their own initiative via a multilateral trading system within the meaning of § 2 (3) sentence 1 no. 8 of the Securities Trading Act, a statement on the management of the company shall be included in its management report, which shall include a statement on the management of the shares in the company's management. a separate section. It can also be made publicly available on the website of the company. In this case, the management report shall include a reference containing the indication of the Internet site. (2) The statement on the management of the company shall include:
1.
the declaration pursuant to Section 161 of the German Stock Corporation Act;
2.
relevant information on corporate governance practices, which are applied beyond the legal requirements, and where they are publicly available;
3.
a description of the functioning of the Management Board and the Supervisory Board as well as the composition and operation of its committees; if the information is publicly available on the Company's website, it may be referred to;
4.
in the case of listed public limited companies, the stipulations in accordance with § 76 (4) and § 111 (5) of the German Stock Corporation Act and the indication of whether the specified target sizes have been reached during the reference period and, if not, information on the reasons.
(3) Paragraphs 1 and 2 shall apply mutatily to listed limited partnerships on shares. (4) Other companies whose representative body and supervisory board are limited in accordance with § 36 or § 52 of the Act concerning companies with limited liability Liability or in accordance with § 76 (4) of the German Stock Corporation Act, also in conjunction with § 34 sentence 2 and § 35 (3) sentence 1 of the Insurance Supervision Act, or in accordance with Section 111 (5) of the German Stock Corporation Act, also in conjunction with Section 35 (3) sentence 1 of the German Stock Corporation Act. Insurance supervision law, are required, target sizes for the percentage of women and deadlines for their Whereas, in the case of a separate section, a statement of management should be included in its management report, with the specifications and information referred to in paragraph 2, point 4; the second sentence of paragraph 1 shall apply accordingly; Companies which are not obliged to disclose a management report shall draw up a declaration containing the provisions and the information referred to in paragraph 2, point 4, and shall publish them in accordance with the second sentence of paragraph 1. They may also fulfil this obligation by disclosure of a management report drawn up in accordance with the provisions of the first sentence.

Second subsection
Consolidated financial statements and group management report

First Title
Scope

Unofficial table of contents

§ 290 obligation to set up

(1) The legal representatives of a capital company (parent company) with registered office in Germany have a consolidated financial statements and a group management report during the first five months of the Group financial year for the past Group business year where the latter can exert a dominant influence on another undertaking (subsidiary) in an immaterial or indirect manner. If the parent company is a capital company within the meaning of section 325 (4) sentence 1, the consolidated financial statements and the group management report are to be drawn up for the past Group fiscal year in the first four months of the Group's financial year. (2) The dominant influence of a parent company shall always exist where:
1.
in another undertaking, the majority of the shareholders ' voting rights shall be granted to him;
2.
it is entitled, in another undertaking, to appoint or discontinue the majority of the members of the administrative, management or supervisory body which determines financial and business policy, and is also a shareholder;
3.
it has the right to determine the financial and business policies on the basis of a control contract concluded with another undertaking or by reason of a provision in the statutes of the other undertaking, or
4.
it bears the majority of the risks and opportunities of an undertaking which serves to achieve a closely defined and clearly defined objective of the parent undertaking (special purpose vehicle). In addition to companies, special-purpose companies may also be other legal persons of private law or independent special assets of private law, with the exception of special assets in the sense of § 2 (3) of the investment act, or Comparable foreign investment assets or open domestic special AIF established as special assets with fixed investment conditions in the sense of Section 284 of the Capital Investment Code or comparable EU investment assets or foreign Investment assets, which are the outstanding domestic open domestic Special AIF with fixed investment conditions is comparable in the sense of § 284 of the Capital Investment Code.
Rights granted to a parent undertaking in accordance with paragraph 2 shall also be considered to be rights to another subsidiary and to the rights to which the parent undertaking or subsidiary undertaking is charged. Rights granted to a parent undertaking in another undertaking shall be added to the rights of the parent undertaking or of one of its subsidiaries, on the basis of an agreement with other shareholders of that undertaking, can. Deducting are rights that
1.
with shares held by the parent undertaking or by its subsidiaries for the account of another person, or
2.
with shares held as collateral, provided that such rights are exercised in the interests of the guarantor, under the direction of the guarantor or, where a credit institution holds the shares as collateral for a loan.
(4) Which part of the voting rights is granted to an undertaking shall be determined for the calculation of the majority referred to in paragraph 2 (1) by the ratio of the number of the voting rights which it may exercise from the shares belonging to it to the total number of all the voting rights. Voting rights. Of the total number of voting rights, the voting rights shall be deducted from its own shares which belong to the subsidiary itself, to one of its subsidiaries or to another person for the account of those undertakings. (5) A parent undertaking shall be from the obligation to draw up a consolidated financial statements and a group management report, if it has only subsidiaries that do not need to be included in the consolidated financial statements in accordance with § 296. Unofficial table of contents

Section 291 Liberation effect of EU/EEA consolidated financial statements

(1) A parent undertaking, which is also a subsidiary of a parent undertaking established in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area, needs a parent undertaking The consolidated financial statements and the group management report shall not be drawn up if a consolidated financial statements and the group management report of the parent undertaking, including the confirmation notice or the endorsement, of the consolidated financial statements of the parent company and the endorsement of the group are submitted to the requirements of paragraph 2 its failure to meet the consolidated financial statements and The group management report is disclosed in German language. A liberating consolidated financial statements and a liberating group management report may be drawn up by any company, irrespective of its legal form and size, if the company is a capital company established in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area establishing a consolidated financial statement, including the parent undertaking to be liberated and its subsidiaries (2) The consolidated financial statements and the group management report of a parent company with its registered office shall have a liberating effect in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area, where:
1.
the parent undertaking to be liberated and its subsidiaries have been included in the liberating consolidated financial statements, without prejudice to § 296;
2.
the liberating consolidated financial statements in accordance with the law applicable to the parent undertaking in accordance with Directive 2013 /34/EU or in accordance with the international accounting standards referred to in § 315a (1), and in accordance with has been examined by Directive 2006 /43/EC,
3.
the liberating group management report has been drawn up in accordance with the law applicable to the parent undertaking in accordance with Directive 2013 /34/EU and has been examined in accordance with Directive 2006 /43/EC,
4.
the Annex to the annual accounts of the undertaking to be liberated shall contain the following information:
a)
the name and registered office of the parent undertaking, which shall issue the liberating consolidated financial statements and the group management report,
b)
an indication of the exemption from the obligation to draw up a consolidated financial statements and a group management report; and
c)
an explanation of the accounting, valuation and consolidation methods used in the liberating consolidated financial statements of German law.
The first sentence shall apply to credit institutions and insurance undertakings; without prejudice to the other conditions set out in the first sentence, the establishment of the liberated consolidated financial statements and the liberating group management report shall be consistent with credit institutions with Council Directive 86 /635/EEC of 8 December 1986 on the annual accounts and consolidated accounts of banks and other financial institutions (OJ L 327, 30.12.1986, p. EC No 1) and in the case of insurance undertakings in accordance with Council Directive 91 /674/EEC of 19 December 1991 on the annual accounts and consolidated annual accounts of insurance undertakings (OJ L 327, 30.12.1991, p. EC No (3) The exemption provided for in paragraph 1 may not be used by a parent undertaking, notwithstanding the conditions laid down in paragraph 2, where the conditions for exemption under paragraph 2 are not met by a parent undertaking, if:
1.
the parent undertaking to be liberated takes up an organised market within the meaning of Article 2 (5) of the Securities Trading Act by means of securities issued by it within the meaning of Article 2 (1) of the German Securities Trading Act (Wertpapierhandelsgesetz),
2.
Shareholders who, in the case of limited liability companies and limited liability companies, belong to at least 10 of the hundred and, in the case of limited liability companies, at least 20 per cent of the shares in the parent undertaking to be exempted; At the latest six months before the end of the Group financial year, the Group has requested the establishment of a consolidated financial statements and a group management report.

Footnote

(+ + + § 291: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 292 Liberation effect of consolidated financial statements from third countries

(1) A parent undertaking which, at the same time, is a subsidiary of a parent undertaking established in a State which is not a member of the European Union and also not a State Party to the Agreement on the European Economic Area, requires a parent undertaking Do not draw up consolidated financial statements and a group management report if this other parent company has a consolidated financial statements corresponding to section 291 (2) (1) (exemption from the consolidated financial statements) and the group management report (liberating group management report) , as well as all the following conditions are met:
1.
the liberating consolidated financial statements shall be drawn up as follows:
a)
in accordance with the law of a Member State of the European Union or of another State Party to the Agreement on the European Economic Area, in accordance with Directive 2013 /34/EU,
b)
in accordance with the international accounting standards referred to in § 315a (1),
c)
in such a way that it is equivalent to a consolidated financial statements drawn up in accordance with the provisions referred to in point (a); or
d)
in such a way as to comply with international accounting standards as set out in Commission Regulation (EC) No 1569/2007 of 21 December 2007 establishing a mechanism for the determination of the equivalence of those issued by third country issuers Accounting standards applied in accordance with Directives 2003 /71/EC and 2004 /19/EC of the European Parliament and of the Council (OJ L 136, 31.7.2003, p. 66), as amended by the Delegates Regulation (EU) No 310/2012 (OJ L 327, 22.12.2007, p. 11), as amended, as amended;
2.
the liberating group management report shall be drawn up in accordance with the conditions set out in point 1 (a) or shall be equivalent to a group management report drawn up in accordance with the provisions of this Directive;
3.
the exemption from the consolidated financial statements has been audited by one or more auditors or one or more audit firms which, under the national law applicable to the undertaking which is the subject of the conclusion of the financial statements, , which has been approved for the purpose of auditing annual accounts;
4.
the liberating consolidated financial statements, the liberating group management report and the audit opinion have been disclosed in German language in accordance with the relevant regulations for the disclosing consolidated financial statements and the group management report.
(2) The exemption shall only be effective if, in the notes to the annual accounts of the undertaking to be exempted, the information referred to in Article 291 (2), first sentence, point (4) is made and, in addition, the information referred to in paragraph 1 (1) shall be specified in the Annex to this Regulation. , as well as, where appropriate, under the law of which State of the liberating consolidated financial statements and the liberating group management report have been drawn up. In addition, Article 291 (2), second sentence, and paragraph 3 shall apply accordingly. (3) A consolidated financial statements approved in accordance with paragraph 1 of this Article have not been audited by a statutory auditor approved in accordance with the provisions of Directive 2006 /43/EC, In this way, it shall only have a liberating effect if the auditor has a qualification equivalent to the requirements of this Directive and the consolidated financial statements have been examined in a manner corresponding to the requirements of the third subsection. Statutory auditors of undertakings established in a third country, not in accordance with the provisions of Directive 2006 /43/EC, in the meaning of the first sentence of Article 3 (1) of the Public Accountant Code, the securities of which are in the meaning of Section 2 (1) of the The German Securities Trading Act (Securities Trading Act) on a domestic stock exchange is admitted to trading on the regulated market only if it is equivalent to the requirements of the Directive if it has been approved by the Chamber of Auditors pursuant to Section 134 (1) of the German Securities Trading Act (Wirtschaftsprüferkammer). audit order or equivalence pursuant to section 134 (4) of the The Code of Economic Auditing is recognised. Sentence 2 shall not apply to the extent that only debt securities in the meaning of Section 2 (1) (3) of the Securities Trading Act with a minimum denomination of EUR 50 000 or a corresponding amount of other currency on a domestic stock exchange shall not be applied. Trade on the regulated market is authorised. In the case of the second sentence, the audit opinion referred to in point 4 of paragraph 1 shall also be accompanied by a certificate issued by the Chamber of Auditors pursuant to Section 134 (2a) of the Rules of Auditors on the registration of the auditor or a confirmation of the auditor's certificate. The Chamber of Auditors, pursuant to § 134 (4), second sentence, of the Code of Auditors on the waiver of the obligation to deposit the auditor's order.

Footnote

(+ + + § 292: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 292a

(dropped) Unofficial table of contents

Section 293 Size-dependent exemptions

(1) A parent undertaking shall be exempt from the obligation to draw up a consolidated financial statement and a group management report if:
1.
at the closing date of its annual accounts and at the end of the preceding closing date, at least two of the following three characteristics shall apply:
a)
The balance sheet in the balance sheets of the parent company and its subsidiaries, which would be included in the consolidated financial statements, exceed a total of EUR 24 000 000.
b)
The total turnover of the parent company and its subsidiaries, which would be included in the consolidated financial statements, does not exceed EUR 48 000 000 in the twelve months preceding the closing date.
c)
In the twelve months preceding the closing date, the parent undertaking and its subsidiaries, which would be included in the consolidated financial statements, have not employed more than 250 employees on average; or
2.
at the closing date of a consolidated financial statements to be established by the Commission and at least two of the following three characteristics at the end of the preceding closing date:
a)
The balance sheet total does not exceed EUR 20 000 000.
b)
The turnover in the twelve months preceding the closing date shall not exceed EUR 40 000 000.
c)
In the twelve months preceding the closing date, the parent undertaking and the subsidiaries included in the consolidated financial statements did not employ more than 250 employees on an annual average.
The determination of the average number of employees is subject to § 267 (5). (2) To determine the balance sheet total, § 267 (4a) is to be applied accordingly. (3) (omitted) (4) Except in the cases referred to in paragraph 1, the following shall apply: Parent companies exempt from the obligation to set up the consolidated financial statements and the group management report if the conditions set out in paragraph 1 are met only at the closing date or only on the preceding closing date and the parent companies on the preceding closing date of the obligation to draw up the consolidated financial statements and of the group management report. (5) Paragraphs 1 and 4 shall not apply if the parent undertaking or a subsidiary incorporated in its consolidated financial statements at the end of the reporting date is capital-market-oriented in the sense of the § § 264d, or it is subject to the regulations of the first or second subsection of the fourth section.

Footnote

(+ + + § 293: For application, see Art. 75 (2) HGBEG + + +)

Second Title
Consolidation Circle

Unofficial table of contents

Section 294 Access to information and disclosure requirements for undertakings

(1) The parent company and all subsidiaries shall be included in the consolidated financial statements without regard to the seat and legal form of the subsidiaries, unless the inclusion in accordance with § 296 is not. (2) The composition shall be of the undertakings included in the consolidated financial statements during the course of the financial year, the consolidated financial statements must include information which makes it possible to compare the successive consolidated financial statements in a meaningful way. (3) Subsidiaries shall have their financial statements to the parent undertaking, Individual financial statements in accordance with § 325 (2a), annual reports, consolidated financial statements, group management reports and, if a final examination has taken place, the audit reports and, if an interim financial statement is to be drawn up, one on the cut-off date of the To submit consolidated financial statements without delay. The parent company may require any subsidiary of any subsidiary, which requires the preparation of the consolidated financial statements and the group management report.

Footnote

(+ + + § 294: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 295

(dropped) Unofficial table of contents

Section 296 waiver of inclusion

(1) A subsidiary does not need to be included in the consolidated financial statements if:
1.
Significant and persistent restrictions on the exercise of the rights of the parent company in relation to the assets or management of the parent company,
2.
the information required for the preparation of the consolidated financial statements is not to be obtained without excessive costs or unreasonable delays, or
3.
the shares of the subsidiary are held solely for the purpose of their resale.
(2) A subsidiary does not need to be included in the consolidated financial statements if it is for the obligation to provide a true and fair view of the assets, financial position and profit situation of the Group, of is of secondary importance. Where a number of subsidiaries are in accordance with the condition set out in the first sentence, such undertakings shall be included in the consolidated financial statements if they are not of secondary importance. (3) The application of paragraphs 1 and 2 shall be included in the consolidated financial statements for the reasons.

Footnote

(+ + + § 296: For application cf. Art. 75 (1) HGBEG + + +)

Third Title
Content and form of consolidated financial statements

Unofficial table of contents

Section 297 Content

(1) The consolidated financial statements consist of the consolidated balance sheet, the consolidated profit and loss account, the consolidated financial statements, the cash flow statement and the equity level. It may be extended by means of a segment reporting. (1a) In the consolidated financial statements, the company, the registered office, the register court and the number under which the parent company is entered in the commercial register must be stated. If the parent company is in liquidation or settlement, this fact must also be disclosed. (2) The consolidated financial statements shall be clearly and clearly drawn up. In accordance with the principles of regular accounting, it has to provide a true and fair view of the assets, financial position and profit situation of the Group. If special circumstances lead to the consolidated financial statements not giving a true and fair view in the sense of the sentence 2, additional information shall be provided in the notes to the consolidated financial statements. The legal representatives of a parent company which is a domestic issuer within the meaning of Article 2 (7) of the German Securities Trading Act and not a capital company within the meaning of section 327a have to insure in writing at the time of signing that to the best of Knowledge of the consolidated financial statements provides a true and fair view in the sense of the sentence 2 or the group attachment contains information in accordance with the third sentence. (3) In the consolidated financial statements, the assets, financial position, and earnings situation of the included to represent companies as if they were a single entity Companies would be. The consolidation methods applied to the previous consolidated financial statements should be maintained. Derogations from the second sentence shall be permitted in exceptional cases. They shall be stated in the context of the consolidated financial statements and shall be justified. Their influence on the assets, financial position and profit situation of the Group shall be indicated.

Footnote

(+ + + § 297: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 298 Applicable Rules
Facilitation

(1) § § § 244 to 256a, 264c, 265, 266, 268 (1) to (7), § § 270, 271, 272 (1) to (4), § § 274, 275 (1) shall be included in the consolidated financial statements, insofar as its own nature is not subject to derogation or in the following provisions. and 277 on the annual accounts and the rules applicable to the legal form and branch of the undertakings included in the consolidated financial statements within the scope of this Act, insofar as they apply to large corporations, (2) The Group Annex and the Annex to the annual accounts of the Parent undertakings may be grouped together. In such a case, the consolidated financial statements and the annual accounts of the parent company must be disclosed jointly. The consolidated appendix must indicate what information relates to the Group and what information relates only to the parent company.

Footnote

(+ + + § 298: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 299 Date of reference for the installation

(1) The consolidated financial statements shall be drawn up on the reporting date of the annual financial statements of the parent company. (2) The annual accounts of the companies included in the consolidated financial statements shall be drawn up on the reporting date of the consolidated financial statements. If the closing date of a company is more than three months prior to the closing date of the consolidated financial statements, that company shall be in the (3) If a company is not included in the consolidated financial statements on the basis of an interim financial statements made on the reporting date and the period of the consolidated financial statements, if a company is not included in the consolidated financial statements, then the consolidated financial statements are not included in the consolidated financial statements. Operations of particular importance for the assets, financial and earnings situation an enterprise included in the consolidated financial statements which occurred between the closing date of the company and the closing date of the consolidated financial statements in the consolidated balance sheet and the consolidated profit and loss account shall be taken into account or in the context of the Group

Fourth Title
Full consolidation

Unofficial table of contents

Section 300 Consolidation principles
Completeness bid

(1) In the consolidated financial statements, the annual accounts of the parent company shall be combined with the annual accounts of the subsidiaries. The assets, liabilities, accounting items and special items of the subsidiaries shall be replaced by the shares in the parent undertaking in respect of the parent undertakings, in so far as they are subject to the law of the subsidiary undertaking. Parent companies are capable of accounting and the nature of the consolidated financial statements are not subject to any deviations or are otherwise determined in the following regulations. (2) The assets, liabilities and accounting items, as well as the Income and expenses of the companies included in the consolidated financial statements are regardless of their consideration in the annual accounts of these undertakings, to the extent that, under the law of the parent undertaking, there is no prohibition on accounting or a right to balance the accounting system. According to the right of the parent company, eligible accounting voting rights may be exercised in the consolidated financial statements irrespective of their exercise in the annual accounts of the undertakings included in the consolidated financial statements. Approaches based on the application of rules applicable to credit institutions or insurance undertakings on the basis of the particularities of the business branch may be maintained; the application of this exemption shall be in the context of the Group's annex . Unofficial table of contents

Section 301 Capital consolidation

(1) The value of the shares in a subsidiary incorporated in the consolidated financial statements of the parent company shall be offset by the amount of the subsidiary ' s own capital that is deducted from those shares. The capital shall be charged with the amount corresponding to the time value of the assets, liabilities, accounting items and special items to be included in the consolidated financial statements, the amount of which shall be equal to that of the assets referred to in paragraph 2 of this Article. is to be attached at the relevant time. Reserves are to be assessed in accordance with Section 253 (1) sentence 2 and 3, para. 2 and deferred taxes in accordance with § 274 (2). (2) The offsetting referred to in paragraph 1 shall be carried out on the basis of the value rates at the time when the company shall be subsidiaries has become. If the value of the value is not finally determined at that time, they shall be adjusted within the following twelve months. Where a parent undertaking has a consolidated financial statements for the first time, the value of the investment shall be based on the date on which the subsidiary undertaking is included in the consolidated financial statements, unless the subsidiary undertaking is a subsidiary in the year , for which the consolidated financial statements are drawn up. The same applies to the first-time inclusion of a subsidiary, which has so far been waived in accordance with § 296. In exceptional cases, the rates of value added in accordance with the first sentence may also be used in the cases of sentences 3 and 4. This shall be stated in the context of the Group's notes. (3) The amount of goodwill remaining after the offset is in the consolidated balance sheet, if it arises on the assets side, as a goodwill or goodwill and, if it arises on the liabilities side, to show, under the item "goodwill, the amount of capital consolidation" according to equity. The item and substantial changes to the previous year are to be explained in the context of the Group's notes. (4) Shares in the parent company, which include a subsidiary company included in the consolidated financial statements, are in the consolidated balance sheet as own shares the parent undertaking with its nominal value or, if it does not exist, with its accounting value, to depart in the column open from the item entitled "subscribed capital".

Footnote

(+ + + § 301: refer to the application) Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 302 (omitted)

Unofficial table of contents

Section 303 Debt consolidation

(1) The removal of loans and other claims, provisions and liabilities between the companies included in the consolidated financial statements as well as corresponding accounting management posts shall be omitted. (2) Paragraph 1 need not be applied, if the amounts to be taken away are of minor importance for the transfer of an image of the Group's assets, financial position and profit situation corresponding to the actual situation. Unofficial table of contents

Section 304 Treatment of interim results

(1) Assets to be transferred to the consolidated financial statements, which are wholly or partly based on deliveries or services between undertakings included in the consolidated financial statements, shall be set out in the consolidated balance sheet with an amount to which they shall be subject: in the annual balance sheet of this enterprise, which was set out on the closing date of the consolidated financial statements, if the undertakings included in the consolidated financial statements were also legally constituted by a single entity. (2) Paragraph 1 needs if the treatment of interim results is not Paragraph 1 is only of minor importance for the transfer of a true and fair view of the assets, financial position and profit situation of the Group. Unofficial table of contents

Section 305 Consolidation and revenue consolidation

(1) In the consolidated profit and loss account,
1.
In the case of sales revenues, the proceeds from deliveries and services between the undertakings included in the consolidated financial statements are to be offset by the expenses incurred by them, provided that they are not produced and unfinished as an increase in the stock of products and services. products or other activated self-benefits,
2.
to offset other income from supplies and services between the undertakings included in the consolidated financial statements with the expenses incurred by them, in so far as they are not to be referred to as other activated own services.
(2) expenses and income need not be left out in accordance with paragraph 1 if the amounts to be omitted are for the transfer of an image of the Group's assets, financial position and profit situation corresponding to the actual situation only by are of secondary importance. Unofficial table of contents

§ 306 Latente Taxes

Take measures which have been carried out in accordance with the provisions of this Title on differences between the commercial value of the assets, the debt or the balance of the accounts and their tax value and the value of their tax and their tax-related activities, and If these differences are likely to rise again in subsequent financial years, a total tax burden arising as a passive deferred tax and a total tax relief shall be deemed to be active deferred taxes in the Consolidated balance sheet. The resulting tax-relief and the resulting tax relief can also be set uncalculated. Differences from the initial approach of a difference in amount remaining in accordance with § 301 (3) remain unaccounted for. The same shall apply to differences between the tax value of a holding in a subsidiary, an associate or a joint venture in the sense of Section 310 (1) and the commercial value of the value of the the net assets attached to the consolidated financial statements. Section 274 (2) shall apply accordingly. The items may be combined with the items in accordance with § 274. Unofficial table of contents

§ 307 Shares of other shareholders

(1) In the consolidated balance sheet, a compensation post for the shares of the other shareholders in the amount of their share in the equity capital shall be included in the consolidated financial statements for non-parent companies in the group's financial statements. Item "non-controlling shares" shall be shown separately within the equity capital. (2) In the consolidated profit and loss account, the profit and loss incurred in the annual result and the loss incurred by other shareholders shall be determined in accordance with the consolidated financial statements. the item "annual surcharge/annual loss" under the item " not controlling shares " separately.

Footnote

(+ + + § 307: For application, see Art. 75 (1) HGBEG + + +)

Fifth Title
Evaluation rules

Unofficial table of contents

Section 308 Single valuation

(1) The assets and liabilities of the undertakings included in the consolidated financial statements in the consolidated financial statements in accordance with Article 300 (2) shall be uniform in accordance with the valuation methods applicable to the annual accounts of the parent undertaking. assess. According to the right of the parent company, eligible valuation voting rights may be exercised in the consolidated financial statements irrespective of their exercise in the annual accounts of the undertakings included in the consolidated financial statements. Deviations from the valuation methods applied to the annual accounts of the parent company shall be indicated and justified in the context of the consolidated financial statements. (2) Are assets or liabilities of the parent company that are to be included in the consolidated financial statements or of the subsidiaries in the annual accounts of such undertakings, in accordance with methods which are different from those to be applied to the consolidated financial statements or which are provided by the legal representatives of the parent undertaking in Exercise of valuation voting rights to the consolidated financial statements are applied, shall be reassessed in accordance with the valuation methods applied to the consolidated financial statements and shall be included in the consolidated financial statements by means of the new valuation methods. Value rates based on the application of rules applicable to credit institutions or insurance undertakings on the basis of the specificities of the business branch may be maintained; the application of this exemption shall be in the context of the Group's annex . A uniform assessment in accordance with the first sentence shall not be required if its effects on the transfer of a true and fair view of the assets, financial position and profit situation of the Group are not to be carried out by are of secondary importance. In addition, derogations are permissible in exceptional cases; they must be stated and justified in the context of the Group's notes. (3) (omitted) Unofficial table of contents

Section 308a Restatement of financial statements denominated in foreign currency

The assets and liabilities of a foreign currency balance sheet, with the exception of equity, which is to be converted into euro at the historical rate, are to be converted into euro at the exchange rate exchange rate at the closing date of the closing date. The items of the profit and loss account are to be converted into euro at the average rate. A resulting conversion difference is to be shown within the Group's own capital after the reserves under the heading "Equity difference from currency translation". In the event of a partial or complete departure of the subsidiary, the item shall be resolved at the appropriate level in an effective manner. Unofficial table of contents

Section 309 Treatment of the difference

(1) The depreciation of a goodwill to be determined in accordance with § 301 (3) shall be determined in accordance with the provisions of the First Section. (2) A difference to be issued in accordance with § 301 (3) on the liabilities side may result in an effective result of the where such a procedure complies with the principles of § § 297 and 298 in conjunction with the provisions of the First Section.

Footnote

(+ + + § 309: For application, see Art. 75 (1) HGBEG + + +)

Sixth Title
Share Consolidation

Unofficial table of contents

§ 310 Share consolidation

(1) If a parent company or subsidiary incorporated in a consolidated financial statements leads another company together with one or more companies not included in the consolidated financial statements, the other company may enter into the consolidated financial statements in accordance with the shares in the capital that belong to the parent company. (2) The partial consolidation shall apply in accordance with § § 297 to 301, § § 303 to 306, 308, 308a, 309.

Footnote

(+ + + § 310: For application, see Art. 75 (1) HGBEG + + +)

Seventh Title
Associated companies

Unofficial table of contents

§ 311 Definition. Exemption

(1) Where an undertaking included in the consolidated financial statements has a significant influence on the business and financial policy of a non-inclusion company in which the company is involved in accordance with Article 271 (1) (associate ), this participation in the consolidated balance sheet shall be given under a special item with a corresponding name. A decisive influence is presumed if a company holds at least the fifth part of the shareholders ' voting rights in another company. (2) Paragraph 1 and § 312 do not apply to a shareholding in an associated company. , if the participation is of secondary importance for the placement of an image of the Group's assets, financial position and profit situation, which is appropriate to the actual situation. Unofficial table of contents

Section 312 Wertansatz of the participation and treatment of the difference

(1) Participation in an associated company shall be set out in the consolidated balance sheet with the carrying amount of the book. The difference between the carrying amount and the share capital of the associated enterprise, as well as a goodwill or goodwill or goodwill amount contained therein, shall be indicated in the consolidated financial statements. (2) The difference amount in accordance with the second sentence of paragraph 1, the value of the assets, liabilities, accounting items and special items of the associated undertaking shall be allocated in so far as their fair value is higher or lower than the value of their carrying amount. The amount of the difference allocated in accordance with the first sentence shall be in accordance with the treatment of the valuation of these assets, liabilities, accounts and special items in the financial statements of the associated company in the consolidated financial statements to continue, to write off or to dissolve. § 309 shall apply mutatily to a goodwill or goodwill amount remaining after the assignment of sentence 1. Section 301 (1) sentence 3 shall apply accordingly. (3) The interest rate of the participation and the difference shall be determined on the basis of the value rates at the time when the company has become an associate. If the value of the value is not finally determined at that time, they shall be adjusted within the following twelve months. Section 301 (2), third and fourth sentences, shall apply. (4) The value of a holding determined in accordance with paragraph 1 shall, in the following years, be the amount of the changes in equity capital of the parent company in the capital of the associated company. To increase or reduce the company's profits, and to discourage the participation of any profit-making or loss-making company. In the consolidated profit and loss account, the result arising from associated participations shall be shown under a separate item. (5) The associated company shall terminate in its annual financial statements from the consolidated financial statements For the purposes of paragraphs 1 to 4, valuation methods shall be assessed in accordance with the valuation methods applied to the consolidated financial statements, for the purposes of paragraphs 1 to 4. If the evaluation is not adjusted, this shall be stated in the Group attachment. § § 304 and 306 are to be applied accordingly, in so far as the facts relevant to the assessment are known or accessible. (6) The last annual accounts of the associated company must be used in each case. If the associated company presents a consolidated financial statement, it must be assumed by this company and not by the annual accounts of the associated enterprise.

Footnote

(+ + + § 312: For application, see Art. 75 (1) HGBEG + + +)

Eighth title
Group Attachment

Unofficial table of contents

Section 313 Explanation of the consolidated balance sheet and the consolidated profit and loss account. Information about the ownership of the holdings.

(1) The notes to be included in the consolidated financial statements are those required for individual items in the consolidated balance sheet or the consolidated income statement; these figures are in the order of the individual items of the consolidated balance sheet and of the consolidated statement of profit and loss account. Group profit and loss account. The Group notes also include the information not included in the consolidated balance sheet or the consolidated profit and loss account in the exercise of an electoral law. In the Group Attachment
1.
the accounting policies applied to the items in the consolidated balance sheet and the consolidated profit and loss account are indicated;
2.
Deviations from accounting, valuation and consolidation methods are indicated and justified; their influence on the assets, financial position and earnings situation of the Group shall be presented separately.
(2) In addition, the Group notes shall indicate:
1.
Name and registered office of the undertakings included in the consolidated financial statements, the share of the capital of the subsidiaries belonging to the parent undertaking and the subsidiaries included in the consolidated financial statements, or of one for the account of those undertakings and the fact that the inclusion in the consolidated financial statements is mandatory, unless the inclusion is based on a majority of the voting rights, which corresponds to the share of the capital. This information shall also be provided for subsidiaries which have not been included in accordance with Section 296;
2.
Name and registered office of the associated undertaking, the share of the capital of the associated undertaking belonging to the parent undertaking and the subsidiary undertakings included in the consolidated financial statements or by a person acting on behalf of those undertakings. Person is held. The application of Section 311 (2) shall be indicated and justified in each case;
3.
the name and registered office of the undertakings which have been included in the consolidated accounts only in proportion to the provisions of Section 310, the facts resulting from the application of this provision and the share of the capital of such undertakings, which shall be the parent undertaking and the subsidiaries included in the consolidated financial statements are owned or held by a person acting on behalf of those undertakings;
4.
Name and registered office of other companies, the amount of the share in the capital, the equity capital and the result of the last financial year of these companies for which an annual financial statement is available, in so far as it relates to participations within the meaning of Section 271 (1) or such a share shall be held by a person on behalf of the parent undertaking or another undertaking included in the consolidated financial statements;
5.
all holdings not listed under points 1 to 4 in large corporations which exceed 5% of the voting rights if they are held by a parent company listed on the stock exchange, listed subsidiaries or by a parent company listed on the a person acting on behalf of a person acting on behalf of the undertaking concerned;
6.
the name, registered office and legal form of the undertakings, the unrestricted members of which are the parent undertaking or any other undertaking incorporated in the consolidated financial statements;
7.
Name and registered office of the undertaking which establishes the consolidated financial statements for the largest group of undertakings to which the parent undertaking is a subsidiary and, in the case of disclosure of the parent undertaking by that other parent undertaking, Consolidated financial statements of the place where this is available;
8.
The name and registered office of the undertaking which establishes the consolidated financial statements for the smallest circle of undertakings to which the parent undertaking is a subsidiary and, in the case of disclosure of the parent undertaking by that other parent undertaking, Consolidated financial statements of the place where this is available.
(3) The information required in paragraph 2 does not need to be provided in so far as, according to a reasonable commercial assessment, it is to be expected that the information shall include the parent undertaking, a subsidiary undertaking or another in the case of a parent undertaking in the Member State concerned. (2) may result in significant disadvantages. The application of the derogation shall be indicated in the context of the consolidated financial statements. Sentence 1 shall not apply if a parent undertaking or one of its subsidiaries is capital-market-oriented in the sense of Section 264d. The information referred to in paragraph 2 (4) and (5) need not be made if they are of secondary importance for the mediation of a true and fair picture of the assets, financial position and performance of the group. The obligation to specify equity and the result referred to in paragraph 2 (4) does not need to be fulfilled even if the company in possession of the shares does not disclose its annual accounts. (4) § 284 (2) (4) and (3) shall apply accordingly.

Footnote

(+ + + § 313: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 314 Other mandatory particulars

(1) Further information shall be given in the Group Annex:
1.
the total amount of the liabilities recorded in the consolidated balance sheet with a remaining maturity of more than five years and the total amount of liabilities recorded in the consolidated balance sheet, which are included in the consolidated financial statements companies are secured by pledge rights or similar rights, specifying the type and form of the collateral;
2.
The nature and purpose, as well as the risks, benefits and financial implications of the parent company's operations not included in the consolidated balance sheet and the subsidiaries included in the consolidated financial statements, to the extent that the risks and benefits are essential and the disclosure is necessary for the assessment of the financial position of the Group;
2a.
the total amount of other financial obligations not included in the consolidated balance sheet and which are not to be specified in accordance with Article 298 (1) in conjunction with Article 268 (7) or (2), provided that this information is used for the assessment of the The financial position of the Group is important, including obligations relating to retirement provision and commitments to subsidiaries not included in the consolidated financial statements, or to associated companies specify separately;
3.
the breakdown of the Group's revenue by activity and geographically determined markets, taking into account the organisation of the sale, rental or leasing of products and the provision of the services of the group vary considerably between sectors of activity and geographically determined markets;
4.
the average number of employees of the companies included in the consolidated financial statements during the financial year, separately by group and separately for the enterprises consolidated in accordance with Section 310 only, and, if not separately is shown in the consolidated income statement, the total staff expenses incurred in the financial year, broken down by wages and salaries, costs of social security and the cost of retirement provision;
5.
(dropped)
6.
for the members of the management body, of a supervisory board, of an advisory board or of a similar institution of the parent undertaking, in each case for each group of persons:
a)
the total remuneration paid in respect of the performance of its tasks in the parent undertaking and its subsidiaries in the financial year (salaries, profit-sharing, subscription rights and other equity-based remuneration, expenses for expenses, Insurance charges, commissions and ancarial services of any kind). The total deductions also include references which are not disbursed, but which are converted into claims of a different kind or used in order to increase other claims. In addition to the financial statements for the financial year, the additional references granted in the financial year, but up to now have not been specified in any consolidated financial statements. The number and the fair value of subscription rights and other forms-based remuneration shall be indicated at the time of their award; any subsequent changes in value based on a change in the conditions of exercise shall be taken into account. If the parent company is a listed company, the remuneration of each individual member of the Management Board is also allocated under the name of the parent company, broken down by performance-independent and performance-related components as well as components with a long-term Irritating effect, to be specified separately. This also applies to:
aa)
services which have been promised to the Member of the Management Board in the event of an early termination of his activity;
bb)
services which have been promised to the Member of the Board of Management in the event of a regular termination of his activity, with their cash value, and the amount paid or withdrawn by the company during the financial year;
cc)
amendments to these commitments agreed during the financial year;
dd)
Benefits which have been pledged in this context to a former Executive Board member who has completed his activity during the course of the financial year and have been granted in the course of the financial year.
Benefits granted to the individual Management Board member by a third party in respect of his/her duties as a member of the Management Board or in the financial year shall also be disclosed. If the consolidated financial statements contain further information on certain references, they must also be disclosed individually;
b)
the total references granted to the former members of the designated institutions and their subsidiaries for the performance of their duties in the parent undertaking and in the subsidiaries (severance payments, pensions, survivors ' benefits and benefits of related art) Survivors; point (a) sentences 2 and 3 shall apply accordingly. In addition, the amount of the provisions for current pensions and the amount of pensions paid for this group of persons shall be indicated and the amount of the provisions not set out for such obligations shall be disclosed;
c)
the advances and loans granted by the parent undertaking and its subsidiaries, indicating any sums repaid or repaid in the financial year, and the liability conditions received for the benefit of such persons;
7.
the stock of shares in the parent undertaking which the parent undertaking or a subsidiary undertaking or another has acquired or taken as a deposit on behalf of an undertaking included in the consolidated financial statements; the number and the number of shares in the parent undertaking shall be: indicate the nominal value or the mathematical value of these shares and their share in the capital;
7a.
the number of shares of each class of the shares of the parent undertaking subscribed to the approved capital during the financial year, indicating the nominal amount and the par value of the nominal value for each of the shares of the parent undertaking in respect of each of the shares of the parent undertaking is;
7b.
the existence of release notes, convertible bonds, warrants, options or similar securities or rights from which the parent undertaking is bound, indicating the number and the rights which they have required to be held;
8.
for each listed company included in the consolidated financial statements, that the declaration prescribed in accordance with Section 161 of the German Stock Corporation Act (AktG) has been made and where it has been made publicly available;
9.
the total amount calculated by the auditor of the consolidated financial statements for the financial year, broken down into the fee for
a)
statutory audit services;
b)
other confirmation benefits,
c)
tax advisory services;
d)
other services;
10.
financial instruments belonging to the financial assets (Article 266 (2) (a) III), which are included in the consolidated balance sheet above their fair value, since an off-schedule depreciation is not required in accordance with the sixth sentence of Article 253 (3),
a)
the carrying amount and the fair value of the individual assets or appropriate groupings, and
b)
the reasons for the ominating of the depreciation, including evidence suggesting that the impairment is not likely to be permanent;
11.
for each category of derivative financial instruments which are not recognised at fair value
a)
whose nature and scope,
b)
the fair value of which is to be determined, in so far as it can be reliably determined in accordance with Article 255 (4), with an indication of the valuation method used,
c)
the carrying amount and the balance sheet in which the carrying amount, where available, is recorded, and
d)
the reasons why the fair value cannot be determined;
12.
Financial instruments valued at fair value in accordance with section 340e (3) sentence 1
a)
the basic assumptions used to determine the fair value by means of generally accepted valuation methods, and
b)
the scope and nature of each category of derivative financial instruments, including the essential conditions which may affect the level, timing and security of future cash flows;
13.
at least the transactions of the parent undertaking and its subsidiaries, which are not established at market conditions, to the extent that they are essential, with related undertakings and persons, including information on the nature of the relationship, the value of the transactions and other information necessary for the assessment of the financial position of the Group, with the exception of transactions between companies receiving a consolidated financial statements when those transactions are carried out at the level of the consolidated financial statements. Consolidation can be omitted; information on transactions can be made according to business types provided that the separate indication is not necessary for the assessment of the impact on the financial position of the Group;
14.
in the case of activation in accordance with Article 248 (2), the total amount of research and development costs for the financial year of the undertakings included in the consolidated financial statements and of the intangible assets of the company which have been created in the consolidated financial statements of the Fixed assets;
15.
pursuant to Section 254 of the consolidated financial statements,
a)
the amount of each asset, debt, floating transaction, and highly likely expected transactions to cover the risks in which types of valuation units are included, and the level of the transactions with which the assets are to be covered by the Valuation units hedged risks;
b)
for the risks which have been hedged in each case, why, to what extent and for what period, in the future, the contrary value changes or cash flows are likely to be offset, including the method of investigation;
c)
an explanation of the highly likely expected transactions that have been included in valuation units;
in so far as the information is not made in the group management report;
16.
the provisions relating to pensions and similar obligations entered in the consolidated balance sheet, the actuarial calculation method applied and the basic assumptions of the calculation, such as interest rate, expected wage and salary; Increases in salary and on the basis of the underlying mortality tables;
17.
in the case of the settlement of assets and liabilities shown in the consolidated balance sheet pursuant to section 246 (2), second sentence, the acquisition costs and fair value of the calculated assets, the amount of the invoiced assets, debt, as well as calculated charges and income; point 12 (a) shall be applied accordingly;
18.
the shares of special assets as defined in the consolidated balance sheet in the sense of § 1 (10) of the capital investment code or investment shares in investment companies with variable capital in the sense of § § 108 to 123 of the Capital investment code or comparable EU-investment assets or comparable foreign investment assets of more than the tenth part, broken down by investment objectives, the value of which is in the meaning of § § 168, 278 of the Capital Investment Code or § 36 of the Investment Act in the version valid up to 21 July 2013 or comparable foreign provisions relating to the determination of the market value, the difference to the carrying amount and the distribution of the financial year, as well as restrictions on the possibility of daily return; in addition, the reasons for the fact that a depreciation in accordance with § 253 (3) sentence 6, including indications indicating that impairment is not likely to be permanent; point 10 shall not be applied in this respect;
19.
the reasons for assessing the risk of use for the liabilities and liabilities in accordance with section 268, paragraph 7, half-sentence 1 in the consolidated financial statements;
20.
an explanation of the period over which a goodwill acquired goodwill or goodwill is written off;
21.
on which differences or tax losses the deferred taxes are based and on which tax rates the evaluation has been carried out;
22.
if deferred tax liabilities are included in the consolidated balance sheet, the deferred tax balances at the end of the financial year and the changes made to those balances during the financial year;
23.
the amount and nature of each income and expenditure of exceptional order of magnitude or of exceptional importance, in so far as the amounts are not of secondary importance;
24.
an explanation of the individual income and expenses in respect of their amount and their nature, which are attributable to another group financial year, to the extent that the amounts for the assessment of the assets, financial position and earnings situation of the Group are not are of secondary importance;
25.
Operations of particular importance which have occurred after the end of the Group's financial year and are not taken into account either in the consolidated income statement or in the consolidated balance sheet, indicating their nature and financial implications;
26.
the proposal to use the result of the parent undertaking or, where appropriate, the decision to use the result of the parent undertaking.
(2) Parent companies which extend the consolidated financial statements for segment reporting (Section 297 (1) sentence 2) are exempted from the disclosure requirement pursuant to paragraph 1 (3). (3) For the disclosure requirement pursuant to paragraph 1 (6) (a) sentence 5 to 8, § 286 shall apply. Paragraph 5 accordingly. In the case of the disclosure requirement referred to in paragraph 1 (6) (a) and (b), Article 286 (4) shall apply mutas

Footnote

(+ + + § 314: For application, see Art. 75 (1) HGBEG + + +)

Ninth Title
Group Management Report

Unofficial table of contents

Section 315 Content of the group management report

(1) In the group management report, the course of business, including the results of the business and the position of the Group, shall be presented in such a way that an image corresponding to the actual conditions is imparted. It shall contain a balanced and comprehensive analysis of the business process and the position of the Group, which is appropriate to the extent and complexity of the business activities. The analysis shall include the financial performance indicators most important for the business activity and shall be explained by reference to the amounts and information shown in the consolidated financial statements. The third sentence shall apply to non-financial performance indicators such as information on environmental and employee concerns, to the extent that they are relevant to the understanding of the course of business or of the situation. In addition, the Group management report shall assess and explain the likely development with its significant opportunities and risks; underlying assumptions shall be disclosed. The legal representatives of a parent company within the meaning of section 297 (2) sentence 4 must be assured that, according to the best knowledge in the group management report, the business development including the results of the business and the position of the group are presented in this way (2) In the Group management report, it is also possible to enter into the following:
1.
a)
the Group's risk management objectives and methods, including its methods of hedging all major types of transactions, which are covered by hedging operations, and
b)
price change, default and liquidity risks, as well as the risks arising from the volatility of payments, to which the Group is exposed;
in each case with respect to the use of financial instruments by the Group, and where this is relevant for the assessment of the situation or of the likely development;
2.
the research and development area of the Group;
3.
for the understanding of the Group's position, substantial branches of the total enterprises included in the consolidated financial statements;
4.
the basic principles of the remuneration system for the total remuneration referred to in Article 314 (1) (6), in so far as the parent undertaking is a listed public limited company. If information is also made in accordance with § 314 (1) (6) (a) sentence 5 to 8, these may be subject to the Group's attachment;
5.
the essential characteristics of the internal control and risk management system with regard to the group accounting process, provided that one of the subsidiaries included in the consolidated financial statements or the parent company is capital-market-oriented in the sense of § 264d.
(3) Section 298 (2) on the summary of the Group annex and annex must be applied accordingly. (4) parent companies which have issued an organised market within the meaning of Article 2 (7) of the German Securities Acquisition and Takeover Act by means of a eligible shares must be reported in the Group management report:
1.
the composition of the subscribed capital; in the case of different classes of shares, the rights and obligations of each class and the share of the share capital are to be disclosed, in so far as the information is not to be made in the Group ' s notes;
2.
restrictions, voting rights or the transfer of shares, even if they may arise from agreements between shareholders, insofar as they are known to the Management Board of the parent company;
3.
direct or indirect shareholdings in the capital which exceed 10% of the voting rights, in so far as the information is not to be made in the Group's annex;
4.
the holders of shares with special rights confering powers of control; the special rights shall be described;
5.
the nature of the control of voting rights where employees are involved in the capital and do not directly exercise their control rights;
6.
the statutory provisions and provisions of the Articles of Association concerning the appointment and dismise of the members of the Executive Board and the amendment of the Articles of Association;
7.
the powers of the Executive Board, in particular with regard to the possibility to issue or to buy back shares;
8.
essential agreements between the parent undertaking, which are subject to a change of control as a result of a takeover bid, and the effects which follow; the indication may be left to the parent undertaking to the extent that it is appropriate; to a significant disadvantage, without prejudice to disclosure requirements in accordance with other statutory provisions;
9.
Compensation agreements of the parent undertaking which are made in the event of a takeover bid with the members of the Management Board or employees, to the extent that the information is not to be made in the Group's Attachment.
If information is to be made in the consolidated financial statements in accordance with the first sentence, the group management report shall refer to it. (5) A parent company within the meaning of section 289a (1) shall draw up a statement of corporate management for the Group and as a separate section to include in the group management report. § 289a is to be applied accordingly.

Footnote

(+ + + § 315: For application cf. Art. 75 (1) HGBEG + + +)

Tenth title
Consolidated financial statements in accordance with international accounting standards

Unofficial table of contents

§ 315a

(1) In accordance with Article 4 of Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002, a parent undertaking which has established a consolidated financial statements in accordance with the provisions of the First Title shall be in force in the relevant applicable By requiring that the international accounting standards adopted in accordance with Articles 2, 3 and 6 of the said Regulation be applied, the provisions of the second to eighth titles shall be limited to section 294 (3), § 297 (1a), 2 sentence 4, § 1, but only in connection with § § 244 and 245, as well as § 313 para. 2 and 3, § 314 (1) no. 4, 6, 8 and 9, paragraph 3, as well as the provisions of the Ninth title and the provisions outside this subsection concerning the Consolidated Financial Statements or the Group Management Report accordingly. (2) Parent companies not covered by the provisions of the 1 shall be required to draw up consolidated financial statements in accordance with the international accounting standards and regulations referred to therein, if they are subject to the approval of a security within the meaning of Article 2 (1) of the Securities trading law for trading in an organised market within the meaning of section 2 (5) (3) parent undertakings other than those referred to in paragraph 1 or 2 may set up their consolidated financial statements in accordance with the international accounting standards and rules referred to in paragraph 1. An undertaking which makes use of this right shall comply fully with the standards and regulations referred to in paragraph 1.

Footnote

(+ + + § 315a: For application, see Art. 75 (1) HGBEG + + +)

Third Subsection
Audit

Unofficial table of contents

§ 316 obligation to examine

(1) The annual accounts and the management report of capital companies which are not small in the sense of Section 267 (1) shall be examined by a statutory auditor. If no audit has taken place, the annual accounts cannot be determined. (2) The consolidated financial statements and the group management report of capital companies must be examined by a statutory auditor. If no audit has taken place, the consolidated financial statements cannot be approved. (3) If the annual accounts, the consolidated financial statements, the management report or the group management report are changed after presentation of the audit report, the auditor has the right to: to re-examine these documents, in so far as it requires the amendment. The result of the audit shall be reported, and the audit opinion shall be supplemented accordingly. Unofficial table of contents

Section 317 Subject and scope of the examination

(1) The accounts shall be included in the audit of the annual accounts. The audit of the annual financial statements and the consolidated financial statements has to cover whether the statutory provisions and the supplementary provisions of the social contract or the articles of association have been observed. The examination shall be applied in such a way that inaccuracies and violations of the provisions set out in the second sentence, which are essential to the presentation of the image of the assets, financial position and profit situation of the undertaking as set out in section 264 (2), are essential. (2) The management report and the group management report shall be considered as to whether the annual report with the annual accounts, including, where appropriate, the individual financial statements pursuant to section 325 (2a) and the Group management report with the consolidated financial statements as well as with the findings gained during the audit of the auditor, and whether the management report as a whole provides an accurate picture of the situation of the company and of the Group management report as a whole, as appropriate, of the Group's position. It is also necessary to examine whether the opportunities and risks of future development are properly represented. The audit of the management report and the group management report also has to cover whether the statutory provisions for the preparation of the position or group management report have been observed. The information in accordance with § 289a (2) and § 315 (5) shall not be included in the examination; in this regard, the examination shall only determine whether these data have been provided. (3) The auditor of the consolidated financial statements also has the following information in the examination. Consolidated financial statements, in particular the adjustments made to the consolidated accounts, shall be considered in the appropriate application of paragraph 1. If these financial statements have been audited by another auditor, the auditor of the consolidated financial statements has to review and document the work of the auditor. (4) In the case of a listed public limited company, the auditor is also responsible for the examination of the financial statements. assess whether the Management Board has taken the measures it has taken in accordance with Article 91 (2) of the German Stock Corporation Act in an appropriate form and whether the monitoring system to be set up afterwards can carry out its tasks. (5) When conducting an audit the auditor shall apply the international auditing standards adopted by the auditor European Commission in the procedure laid down in Article 26 (1) of Directive 2006 /43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts, amending the Council Directives 78 /660/EEC and 83 /349/EEC and repealing Council Directive 84 /253/EEC (OJ L 136, 31.3.1984, p. EU No 87). (6) The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry for Economic Affairs and Energy, by means of a decree law which does not accord with the approval of the Federal Council , in addition to the international auditing standards to be applied in the conduct of the audit pursuant to paragraph 5, further audit requirements or the non-application of parts of the international auditing standards , if this is due to the extent of the audit and to the extent of the audit Paragraphs 1 to 4 shall be used for the purpose of the examination.

Footnote

(+ + + § 317: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 318 Order and dismise of the auditor

(1) The auditor of the annual financial statements shall be elected by the shareholders; the auditor of the consolidated financial statements shall elect the shareholders of the parent company. In the case of companies with limited liability and with open trading companies and limited partnerships within the meaning of section 264a (1), the social contract may determine otherwise. The statutory auditor shall be elected before the end of the financial year to which his audit activity extends. The legal representatives, with the responsibility of the Supervisory Board of the Supervisory Board, shall immediately after the election give the examination order. The examination order can only be revoked if a different examiner has been appointed in accordance with paragraph 3. (2) As auditor of the consolidated financial statements, if no other examiner is appointed, the auditor shall be deemed to be appointed who shall be responsible for the examination of the Consolidated financial statements of the parent company's annual accounts have been ordered. If the inclusion is due to interim financial statements, if no other auditor is appointed, the auditor shall be deemed to be appointed to the auditor who shall be responsible for the audit of the last annual financial statements of the parent company before the consolidated financial statements date (3) At the request of the legal representatives, the supervisory board or shareholders, in the case of public limited liability companies and limited liability companies, however, only if the shares of these shareholders together with the application form the shares of the twentieth part of the share capital or an exchange value of 500 000 euros , the Court of First Instance shall, after consulting the parties concerned and the elected auditor, appoint another auditor if this appears from a reason placed in the person of the chosen auditor, in particular where: Exclusion ground pursuant to § 319 (2) to (5) or § § 319a and 319b. The application shall be submitted within two weeks of the date of the election of the auditor; shareholders may submit the application only if they have declared a contradiction in the decision-making process against the election of the auditor. If a reason for a partiality is not known until after the election, or if a reason for a partiality does not occur until after the election, the application shall be submitted within two weeks after the date on which the applicant's knowledge of the circumstances justifying the right to be caught is taken into account. has obtained or should have obtained no gross negligence. If shareholders submit the application, they have to be credited that they have been holders of the shares for at least three months before the day of the election of the auditor. To the credibility of the party, an affidavit is sufficient before a notary. If the company is subject to state supervision, the supervisory authority may also submit the application. The request may not be made after the confirmation notice has been issued, in the case of a supplementary examination in accordance with Section 316 (3) after completion of the confirmation of confirmation. The appeal is admissible against the decision. (4) If the auditor has not been elected until the end of the financial year, the court, at the request of the legal representatives, the supervisory board or a shareholder, has the right to appeal. To order a statutory auditor. The same shall apply if an elected auditor has rejected the acceptance of the examination contract, has fallen away or is prevented from completing the examination in due time and another statutory auditor has not been elected. The legal representatives shall be obliged to submit the application. The decision of the Court of First Instance takes place; the appointment of the auditor shall be indisputable. (5) The auditor appointed by the court shall be entitled to the replacement of reasonable outlays and to remuneration for his activity. The expositions and remuneration shall be determined by the court. The decision shall be taken against the decision; the appeal shall be excluded. The final decision takes place in accordance with the Code of Civil Procedure. (6) A test order adopted by the auditor can only be terminated by the statutory auditor for an important reason. As an important reason, it is not to be considered if there are differences of opinion on the content of the confirmation notice, its restriction or failure. The termination shall be justified in writing. The auditor has to report on the result of his previous examination; § 321 must be applied accordingly. (7) The statutory auditor shall terminate the examination contract in accordance with paragraph 6, the legal representatives shall have the dismissal to the Supervisory Board, who shall: to communicate to the shareholders at the next general meeting or in companies with limited liability. The legal representatives shall submit the report of the previous auditor without delay to the Supervisory Board. Each member of the Supervisory Board shall have the right to take note of the report. The report shall also be issued to any member of the Supervisory Board or, in so far as the Supervisory Board has decided to do so, to the members of a committee. If the examination contract has been issued by the Supervisory Board, the duties of the legal representatives shall be the responsibility of the Supervisory Board, including the information of the legal representatives. (8) The auditor's chamber shall be immediately and in writing shall be informed by the auditor and the legal representatives of the audited company of the termination or revocation of the examination order. Unofficial table of contents

Section 319 Selection of auditor and exclusion reasons

(1) auditors may be auditors and auditing companies. Auditors of annual financial statements and annual reports of medium-sized companies with limited liability (Section 267 (2)) or of medium-sized partnerships within the meaning of Section 264a (1) may also be sworn-in accountants and Book audit companies. The auditors referred to in sentences 1 and 2 shall have an effective certificate of participation in the quality control according to § 57a of the Rules of Auditors, unless the Chamber of Auditors has an exceptional authorisation (2) An auditor or sworn accountant shall be excluded as a statutory auditor if there are grounds, in particular in relation to business, financial or personal nature, in which the concern of partiality (3) An auditor or sworn accountant shall be responsible, in particular, by the final examination shall be excluded if he or he or a person with which he or she pursues his/her profession,
1.
Shares or other not only insignificant financial interests in the capital company to be audited or a holding in a company associated with the capital company to be audited or more than 20 of the capital company to be audited by the A hundred of the shares;
2.
Legal representative, member of the supervisory board or employee of the capital company to be audited, or of a company associated with the capital company to be audited, or of which more than twenty of the hundred shares ;
3.
beyond the audit activity, in respect of the capital company to be examined or to be audited, in the financial year to be audited, or until the approval of the audit
a)
have contributed to the management of the books or to the preparation of the annual accounts to be audited,
b)
has been involved in the conduct of internal audit in a responsible position,
c)
management or financial services; or
d)
has provided independent actuarial or valuation services which do not only have an insignificant impact on the annual accounts to be audited,
provided that such activities are not of secondary importance; this shall also apply where one of these activities is carried out by a company for the capital company to be audited, in the case of which the auditor or sworn accountant Legal representative, employee, member of the Supervisory Board or a shareholder having more than twenty voting rights to the shareholders of the shareholder;
4.
in the case of the examination, a person who is not entitled to be auditor under points 1 to 3;
5.
in the last five years, more than thirty in each of the hundreds of total receipts from his professional activity from the capital company to be audited and from undertakings in which the capital company to be audited more than 20 of the hundred of the shares, and this is also to be expected in the current financial year; in order to avoid hardship cases, the Chamber of Auditors may grant temporary derogations.
This shall also apply if the spouse or the life partner fulfils an exclusion reason in accordance with the first sentence of 1, 2 or 3. (4) Auditing companies and accounting firms are excluded from the final examination if they themselves, a to its legal representative, a shareholder who has more than twenty voting rights to the shareholders, a related company, a partner employed in the audit in the position of responsibility, or another person employed by her who is the result of the examination may be excluded in accordance with paragraph 2 or paragraph 3. The first sentence shall also apply where a member of the supervisory board is excluded in accordance with the first sentence of paragraph 3, or if several members who together have more than twenty of the voting rights to which the members are members individually or in each case are excluded, either individually or in accordance with the provisions of the first sentence of paragraph 3. (5) the third sentence of paragraph 1 and paragraphs 2 to 4 shall be applied accordingly to the auditor of the consolidated financial statements. Unofficial table of contents

§ 319a Special exclusion grounds for companies of public interest

(1) An auditor shall also be excluded from the statutory audit of a company which is capital-market-oriented in the sense of § 264d, beyond the grounds mentioned in § 319 (2) and (3), if he/she is
1.
in the last five years, more than fifteen in each of the hundreds of total receipts from his professional activity from the capital company to be audited or from undertakings in which the capital company to be audited more than 20 of the hundred of the shares, and this is also to be expected in the current financial year,
2.
in the financial year to be audited, beyond the audit activity, has provided legal or tax advice services which go beyond the presentation of alternative design alternatives and which relate to the presentation of the assets, financial and financial statements and the performance of the accounts in the annual accounts to be audited shall have a direct and not only insignificant effect,
3.
, in addition to the audit activity, has contributed to the development, establishment and introduction of accounting information systems in the financial year to be audited, provided that this activity is not of secondary importance, or
4.
have already been responsible for the audit of the company in seven or more cases; this does not apply if two or more years have passed since its last participation in the audit of the annual financial statements.
The third sentence of section 319 (3), third sentence, sentence 2 and para. 4 shall apply in respect of the reasons for the exclusion referred to in the first sentence. The provisions of the 1 to 3 sentence shall also apply where persons with whom the auditor shares his/her profession meet the grounds for exclusion mentioned in that paragraph. Sentence 1 (4) shall apply to an accounting firm with the proviso that it may not be auditor if it employs an auditor in the audit of the undertaking which is responsible for the audit of the audit firm. Test partner according to sentence 1, no. 4, shall not be auditor. The responsible audit partner is who has signed the audit opinion in accordance with § 322 or has been appointed as an auditor by an auditing company as being primarily responsible for carrying out a final examination. (2) Paragraph 1 shall apply accordingly to the auditor of the consolidated financial statements. The responsible audit partner shall also be responsible at Group level, who, as an auditor at the level of significant subsidiaries, has been designated as a priority for the performance of their final examination. Unofficial table of contents

§ 319b Network

(1) A statutory auditor is excluded from the final examination if a member of his network fulfils an exclusion reason in accordance with § 319 (2), 3 sentence 1, 2 or 4, paragraph 3, sentence 2 or para. 4, unless the network member has to the result of the final examination cannot be influenced. It is excluded if a member of his network fulfils an exclusion reason in accordance with § 319 (3) sentence 1 No. 3 or § 319a (1) sentence 1 no. 2 or 3. A network exists when people cooperate for a certain period of time in their pursuit of common economic interests. (2) Paragraph 1 shall apply accordingly to the auditor of the consolidated financial statements. Unofficial table of contents

§ 320 Obligation to make a reference. Right of information

(1) The statutory representatives of the capital company shall submit the annual accounts and the management report to the statutory auditor immediately after the installation. They have to allow him to examine the books and writings of the capital company, as well as the assets and liabilities, namely the cash register and the stocks of securities and goods. (2) The statutory auditor may be subject to the legal requirements of the statutory auditor. Ask representatives for any information and evidence necessary for careful consideration. To the extent that it requires the preparation of the final examination, the auditor shall have the rights referred to in the second sentence of paragraph 1 and, in accordance with the first sentence, also before the annual accounts have been drawn up. To the extent that it is necessary for a careful examination, the statutory auditor shall also have the rights under sentences 1 and 2 also to parent companies and subsidiaries. (3) The legal representatives of a capital company to draw up a consolidated financial statements , the auditor of the consolidated financial statements shall have the consolidated financial statements, the group management report, the annual accounts, annual reports and, if an audit has taken place, the audit reports of the parent company and its subsidiaries . The statutory auditor shall have the rights referred to in the second sentence of paragraph 1 and, in accordance with paragraph 2, with the parent undertaking and the subsidiary undertaking, the rights referred to in paragraph 2, also to the auditors of the parent undertaking and of the subsidiaries. (4) The previous The auditor has to report to the new auditor on the written question of the outcome of the previous audit; § 321 shall be applied accordingly. Unofficial table of contents

Section 321 Examination report

(1) The auditor shall report on the nature and extent of the examination and on the result of the examination in writing and with the necessary clarity. The report shall give its opinion on the assessment of the position of the undertaking or group by the legal representatives, with particular reference to the assessment of the company's continued existence and the future development of the undertaking, Taking into account the management report and the audit of the consolidated financial statements of parent companies, also taking into account the Group management report, in so far as the audited documents and the management report or the management report are Group management report allow such an assessment. In addition, the auditor has to report any inaccuracies or breaches of the statutory provisions and the facts which may endanger or endanger the stock of the audited entity or the group when the auditor is conducting the audit. (2) In the main part of the audit report, it is possible to identify the major infringements of the law, the social contract or the articles of association. (2) whether the accounting system and the other documents examined, the The annual financial statements, the management report, the consolidated financial statements and the group management report are in accordance with the statutory provisions and the supplementary provisions of the social contract or the articles of association. In this context, it is also possible to report on complaints which have not resulted in the restriction or failure of the confirmation notice, insofar as this is relevant for the supervision of the management and the audited company. It should also be stated whether the overall conclusion, taking into account the principles of regular accounting or other relevant accounting principles, is a true and fair view of the assets and liabilities, financial statements and financial statements of the financial institutions. and the earnings situation of the capital company or the Group. This also includes the use of essential valuation bases as well as the influence of changes in the fundamentals of valuation, including the exercise of accounting policies and the use of discretionary powers of discretion, as well as the use of discretionary powers of discretion. Overall, the financial and earnings situation shall be presented in a way that is appropriate to the maintenance of the assets. For this purpose, the items of the annual and consolidated financial statements shall be broken down and explained sufficiently to the extent that such information is not included in the Annex. It is to be shown whether the legal representatives have provided the requested explanations and evidence. (3) In a special section of the audit report, the subject matter, type and scope of the examination should be explained. In this connection, the accounting and auditing principles applied must also be included. (4) If an assessment has been made in accordance with section 317 (4) in the course of the examination, its result shall be presented in a special part of the audit report. (4a) The auditor has to confirm his independence in the audit report. (5) The auditor has to sign the report and the auditor has to confirm his/her independence. (5) to provide legal representatives. If the Supervisory Board has commissioned the Supervisory Board, the report shall be submitted to the Supervisory Board; the Management Board shall be given the opportunity to deliver an opinion before the date of delivery. Unofficial table of contents

Section 321a Disclosure of the audit report in special cases

(1) Where insolvency proceedings are opened on the assets of the company, or if the application for the opening of insolvency proceedings is rejected due to a lack of mass, a creditor or a partner shall have the choice, himself or by one of his/her own , or in the case of § 319 (1), second sentence, by a sworn-in auditor inspection of the auditor's audit reports on the audit of the annual accounts of the auditor, which is to be carried out under statutory regulations last three financial years, insofar as these have been requested in accordance with § 321 reporting. The claim is directed against the person who holds the examination reports in his possession. (2) In the case of a joint stock company or a limited partnership on shares, the shareholders are only entitled to the rights referred to in the first sentence of paragraph 1 if their shares are in the event of a claim together, the one-hundredth part of the share capital or a stock exchange value of EUR 100 000 is achieved. The auditor shall be allowed to explain the audit report in relation to the persons referred to in the first sentence of paragraph 1. (3) The insolvency administrator or a legal representative of the debtor may be subject to disclosure of secrets, including: Commercial or commercial secrets, if disclosure is likely to cause a significant disadvantage to the company. In addition, Section 323 (1) and (3) shall remain unaffected. Without prejudice to the first sentence of the first sentence of paragraph 1, the beneficiaries shall be obliged to secrecy on the content of the documents they have provided pursuant to the first sentence of paragraph 1. (4) The provisions of paragraphs 1 to 3 shall apply mutagenously if the debtor is to: Preparation of a consolidated financial statements and group management report is required. Unofficial table of contents

Section 322 Confirmation note

(1) The auditor shall sum up the result of the audit in a confirmation note on the annual financial statements or consolidated financial statements. The audit opinion shall describe the nature and extent of the audit, specifying the accounting and auditing principles applied, and shall also include an assessment of the outcome of the audit. In an introductory section, at least the description of the subject-matter of the examination and the indication of the accounting principles applied must be carried out. (2) The assessment of the result of the examination must reveal no doubt as to whether:
1.
an unqualified opinion shall be issued,
2.
given a restricted audit opinion,
3.
the endorsement shall be denied on the basis of objections or
4.
the audit opinion is not confirmed because the auditor is not in a position to issue an opinion.
The assessment of the outcome of the examination is to be generally understood and problem-oriented, taking into account the circumstance that the legal representatives are responsible for the conclusion. Risks that endanger the continued existence of the company or of a group company shall be dealt with separately. In the case of risks which endanger the continued existence of a subsidiary undertaking, it is not necessary to enter into the audit opinion on the consolidated financial statements of the parent undertaking if the subsidiary undertaking for the mediation of a subsidiary undertaking is to be (3) In an unqualified opinion (paragraph 2, first sentence, no. 1), the auditor has to declare that he/she is responsible for the performance of the financial statements of the Group. has not been subject to any objections under Section 317 and that the the annual or consolidated financial statements set up by the statutory representatives of the company on the basis of the findings of the auditor obtained in the course of the audit, in accordance with its assessment, comply with the legal requirements and with due regard for the Principles of regular accounting or other relevant accounting principles give a true and fair view of the assets, financial position and profit situation of the company or the Group. The auditor may also include a reference to circumstances which he/she shall draw attention to in a special way without prejudice to the audit opinion. (4) If objections are to be raised, the auditor shall make his statement after: (3), paragraph 3 (1), first sentence, or failure to refuse (paragraph 2, first sentence, point 3). The refusal shall be included in the endorsement, which shall no longer be called a confirmation notice. The restriction or failure to do so shall be justified. A restricted audit opinion may only be issued if the audited financial statements, having regard to the limitation of the scope of the audit carried out by the auditor, constitute a real situation in the main (5) The audit opinion shall also be refused if the auditor is not in a position to clarify the facts after taking full account of all reasonable possibilities for clarification of the facts, make an examination judgment (paragraph 2, first sentence, no. 4). (6) The assessment of the outcome of the examination shall also cover whether the annual report or the group management report, following the auditor's judgment, shall include the annual accounts and, where appropriate, the financial statements of the auditor. Individual financial statements according to § 325 (2a) or with the consolidated financial statements are in accordance with the statutory provisions for the preparation of the position or group management report, and the situation or group management report as a whole is a true picture from the position of the company or the Group. The auditor shall also be required to sign the confirmation note or the endorsement of his/her failure, stating the place and day, whether or not the risks and risks of the future development are properly represented. The audit report or the endorsement of his/her failure shall also be included in the audit report. If the auditor is an auditing company, the auditor must at least be signed by the auditor, who carried out the final examination for the audit firm. Sentence 3 shall apply accordingly to accounting firms.

Footnote

(+ + + § 322: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 323 Responsibility of the auditor

(1) The statutory auditor, his agents and the legal representatives of an audit firm who are involved in the examination are obliged to scrupuloise and to secrecy in a conscientious and impartial manner; § 57b of the Public Accountant's Order remains unaffected. They shall not use any unauthorised disclosure of business and business secrets that they have experienced in their activities. Any person who intentionally or negligently violates his duties shall be the capital company and, if a related undertaking has been damaged, shall also be obliged to compensate him for the damage resulting therefrom. Several persons are held liable as total debtors. (2) The replacement obligation of persons who have acted negligently is limited to one million euros for a test. In the case of an examination of a public limited company whose shares are admitted to trading on the regulated market, the replacement obligation of persons who have acted negligently shall be limited to four million euros for a test by way of derogation from the first sentence. This shall also apply if several persons have been involved in the examination or if several persons have been committed to replace them, and irrespective of whether other parties have acted intentionally. (3) The obligation to Confidentiality exists when an audit firm is a statutory auditor, also with respect to the Supervisory Board and the members of the Supervisory Board of the audit firm. (4) The replacement obligation under these provisions cannot be subject to a contract. excluded. (5) (omitted) Unofficial table of contents

Section 324 Examination committee

(1) Capital companies within the meaning of § 264d, which do not have a supervisory board or a board of directors who must comply with the requirements of Section 100 (5) of the German Stock Corporation Act, are obliged to set up an audit committee within the meaning of paragraph 2, which shall: is dealt with in particular with the tasks described in Section 107 (3) sentence 2 of the German Stock Corporation Act. This shall not apply to:
1.
Capital companies within the meaning of the first sentence, the exclusive purpose of which is the issue of securities in the meaning of Article 2 (1) of the Securities Trading Act, which are secured by assets; the Annex shall specify the reasons for the the audit committee shall not be established;
2.
Credit institutions within the meaning of Section 340 (1), which are entitled to an organized market within the meaning of Section 2 (5) of the Securities Trading Act only by issuing debt securities in the meaning of Section 2 (1) (3) (a) of the Securities Trading Act if their nominal value does not exceed EUR 100 million and there is no obligation to publish a prospectus under the Securities Prospectus Act (Securities Prospectus Act).
(2) The members of the Audit Committee shall be elected by the Shareholders. At least one member must meet the requirements of Section 100 (5) of the German Stock Corporation Act. The Chairman of the Audit Committee must not be entrusted with the management of the Board. § 124 (3) sentence 2 and § 171 (1) sentence 2 and 3 of the German Stock Corporation Act must be applied accordingly. Unofficial table of contents

§ 324a Application to the individual financial statements pursuant to § 325 (2a)

(1) The provisions of this Subsection relating to the annual financial statements shall apply mutatily to a separate financial statement in accordance with Section 325 (2a). In lieu of Section 316 (1) sentence 2, Section 316 (2) sentence 2 shall apply. (2) The auditor appointed for the examination of the annual financial statements shall be deemed to be the statutory auditor of the individual financial statements in accordance with section 325 (2a). The examination report on the individual financial statements according to § 325 (2a) can be summarised with the audit report on the annual financial statements.

Fourth subsection
Disclosure. Examination by the operator of the Federal Gazette

Unofficial table of contents

§ 325 Disclosure

(1) The legal representatives of corporations have to disclose the following documents for the company in German:
1.
the approved annual accounts, the annual report and the confirmation note, or the endorsement of the accounts, and
2.
the report of the Supervisory Board and the declaration prescribed in accordance with Section 161 of the German Stock Corporation Act.
The documents shall be submitted electronically to the operator of the Federal Gazette in a form which enables them to be published. (1a) The documents referred to in the first sentence of paragraph 1 shall be submitted no later than one year after the closing date of the financial year. , to which they refer. If the documents referred to in the first sentence of paragraph 1 are not submitted within the time limit, they shall be disclosed immediately after their existence in accordance with paragraph 1. (1b) If the annual accounts or the management report are amended, the amendment referred to in paragraph 1 shall also be published. Sentence 1 shall be disclosed. If, in the annual accounts, only the proposal for the use of results is included, the decision on the use of results shall be disclosed in accordance with the first sentence of paragraph 1. (2) The legal representatives of the capital company shall have the right to use the results for the purposes of this the documents referred to in paragraph 1 shall be notified immediately after their submission in the Federal Gazette. (2a) In the case of the disclosure referred to in paragraph 2, the annual financial statements may be replaced by a separate financial statement, according to the documents referred to in § 315a , the international accounting standards referred to in paragraph 1 have been drawn up is. A company that makes use of this right shall comply fully with the standards set out therein. § 243 (2), § § 244, 245, 257, 264 (1a), 2 sentence 3, § 285 No. 7, 8 (b), No. 9 to 11a, 14 to 17, § 286 (1), (3) and (5) shall apply to such a conclusion. The management report in accordance with § 289 must also refer to the required extent to the conclusion according to sentence 1. The remaining provisions of the second subsection of the first section and of the first subsection of the second section do not apply to this extent. If, on account of the application of Section 286 (1) to the Annex, the condition referred to in the second sentence cannot be complied with, the right to vote in accordance with the first sentence of sentence 1. (2b) The liberating effect of the disclosure of the individual financial statements referred to in paragraph 2a arises if:
1.
instead of the endorsement or endorsement issued by the auditor at the end of the year, the relevant note on the conclusion referred to in paragraph 2a shall be included in the disclosure referred to in paragraph 2,
2.
the proposal for the use of the result and, where appropriate, the decision on its use shall be included in the disclosure referred to in paragraph 2, specifying the annual surplus or the annual missum; and
3.
the annual accounts shall be disclosed, with the endorsement or endorsement of the statement referred to in the first sentence of the first paragraph of paragraph 1, of the statement of the endorsement.
(3) Paragraphs 1 to 2 and 4 sentence 1 shall apply mutationally to the legal representatives of a capital company which have consolidated financial statements and a group management report. (3a) The consolidated financial statements are to be concluded with the annual financial statements of the parent undertaking or of any individual financial statements referred to in paragraph 2a drawn up by the parent undertaking, the endorsements of the auditor may be summarised in accordance with Section 322 on both accounts; in this case, the respective auditors may also be responsible for the relevant information. Audit reports. (4) In the case of a capital company in mind § 264d, which is not a capital company within the meaning of § 327a, the period referred to in the first sentence of paragraph 1a shall be four months at the latest. For the purpose of respecting the time limits laid down in the first sentence and the first sentence of paragraph 1a, the date of filing of the documents shall be the date of submission of the documents. (5) The Company's obligations under the Act, the Social Contract or the Articles of Association, the annual accounts, the individual financial statements, shall apply. Paragraph 2a, the management report, the consolidated financial statements or the group management report in other ways to make, submit or make persons accessible shall remain unaffected. (6) § § 11 and 12 (2) shall apply to those of the operator of the Federal Gazette accordingly; § 325a (1) sentence 3 and § 340l (2) sentence 6 remain unaffected.

Footnote

(+ + + § 325: For application, see Art. 75 (1) HGBEG + + +)
(+ + + § 325 (1) sentence 1 and 7, para. 2 to 2b, 5 u. 6: For use, see: § 160 para. 1 KAGB + + +) Unofficial table of contents

Section 325a Branch offices of companies with registered offices abroad

(1) In the case of domestic branches of limited-liability companies established in another Member State of the European Union or State Party to the Agreement on the European Economic Area, the fourth sentence of Article 13e (2) of the Treaty on European Economic Area shall be: Persons or, where such persons are not registered, the legal representatives of the company for these the documents of the accounts of the principal place of business, which shall be drawn up, examined and disclosed in accordance with the law applicable to the principal place of business or have been deposited in accordance with § § 325, 328, 329 (1) and (4). The documents must be submitted in German. In so far as this is not the official language at the head office of the main office, the documents of the principal place of business may also:
1.
in English or
2.
in a copy certified by the register of the principal establishment, or,
3.
if a facility comparable to that of the register does not exist or is not authorized to provide certification, in a copy certified by an auditor, accompanied by the declaration that either one of the registers is comparable to that of the register does not exist or does not have the power to be credited to it;
(2) This provision shall not apply to branches held by credit institutions within the meaning of Section 340 or by Insurance undertakings within the meaning of § 341. (3) In the application of paragraph 1, the classification of a capital company as a micro-capital company (§ 267a) and the validity of the facilitation of financial reporting shall be the subject of the Right of the other Member State of the European Union or the law of the Contracting State of the Agreement on the European Economic Area. Where a micro-capital company may, in accordance with the law applicable to it, comply with the disclosure requirement by the deposit of the balance sheet, it may also effect the disclosure provided for in paragraph 1 by deposit. Section 326 (2) shall apply accordingly. Unofficial table of contents

§ 326 Size-dependent easing for small capital companies and micro-capital companies in disclosure

(1) In the case of small capital companies (Section 267 (1)), § 325 (1) is to be applied, subject to the proviso that the legal representatives have to submit only the balance sheet and the appendix. The appendix does not need to contain the information relating to the profit and loss account. (2) The legal representatives of micro-capital companies (§ 267a) can also fulfil their obligations under § 325 (1) to (2) in this way, that they submit the balance sheet in electronic form for permanent deposit with the operator of the Federal Gazette and issue a deposit order. Article 325 (1), second sentence, (1a) and (1b) shall apply accordingly. Micro-capital companies may make use of the right provided for in sentence 1 only if they inform the operator of the Federal Gazette that they have two of the three characteristics referred to in Article 267a (1) for those referred to in Article 267 (4). do not exceed the relevant closing date.

Footnote

(+ + + § 326: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 327 Size-related facilitations for medium-sized corporations in disclosure

On medium-sized capital companies (§ 267 (2)), § 325 (1) is to be applied with the proviso that the legal representatives
1.
the balance sheet must be submitted to the operator of the Federal Gazette only in the form prescribed for small capital companies in accordance with Article 266 (1) sentence 3. However, the following items in section 266 (2) and (3) shall also be stated separately in the balance sheet or in the Annex: on the active side
A I 1
Self-created industrial property rights and similar rights and values;
A I 2
goodwill or goodwill;
A II 1
land, equal rights and buildings, including buildings on foreign land;
A II 2
technical equipment and machinery;
A II 3
Other equipment, operating and business equipment;
A II 4
the payments and installations carried out under construction;
A III 1
shares in affiliated companies;
A III 2
Lending to affiliated companies;
A III 3
participations;
A III 4
Lending to undertakings with which there is an equity ratio;
B II 2
claims against affiliated undertakings;
B II 3
exposures to undertakings with which an equity ratio exists;
B III 1
Shares in affiliated companies.
On the Passive side
C 1
bonds, of which convertible;
C 2
liabilities to credit institutions;
C 6
liabilities to related enterprises;
C 7
Liabilities to companies with which an equity ratio exists;
2.
shall be allowed to submit the Annex to the operator of the Federal Gazette without the information provided for in Article 285 (2) and (8) (a), (12).
Unofficial table of contents

§ 327a Facilitation of certain capital market-oriented corporations

Section 325 (4), first sentence, shall not apply to a capital company if it is solely responsible for trading in an organised market with a minimum denomination in the meaning of Section 2 (1) (3) of the German Securities Trading Act (Securities Trading Act) EUR 50 000 or the equivalent value of another currency on the issue date. Unofficial table of contents

§ 328 Form and content of the documents in connection with disclosure, publication and reproduction

(1) In the case of the disclosure of the annual financial statements, the individual financial statements in accordance with Section 325 (2a), the consolidated financial statements or the situation or group management report, these financial statements and management reports shall be reproduced in such a way as to ensure that they are drawn up for their preparation shall comply with relevant provisions, in so far as they are not subject to facilitations in accordance with § § 326 and 327, or a legal regulation of the Federal Ministry of Justice and for the protection of consumers pursuant to paragraph 4 thereof shall be made possible by such derogations. You have to be complete and correct in this context. Sentences 1 and 2 shall also apply to the partial disclosure and to the publication or reproduction in any other form on the basis of the social contract or the statutes. (1a) The date of the determination or approval of the sentence in paragraph 1 Reference shall be made to the accounts. If a statutory auditor has been audited on the basis of statutory provisions, the full text of the confirmational endorsement or endorsement shall be reproduced in each case; shall the annual accounts be due to the Use of facilities only partially disclosed and refers to the endorsement of the full annual financial statements, should be noted. In the case of the disclosure of annual financial statements, individual financial statements pursuant to section 325 (2a) or consolidated financial statements, it should be pointed out that the disclosure does not take place at the same time as all other documents to be disclosed in accordance with § 325. In the case of publications and copies not required by the law, the social contract or the articles of association, and not reproduced in the form prescribed in paragraph 1, it shall be pointed out in a particular heading, that it does not correspond to one of the legal form Publication. A confirmation note may not be attached. However, if a statutory auditor is required to carry out an audit on the basis of statutory provisions, it shall be stated to which the summary assessments of the audit result of the auditor referred to in Article 322 (2), first sentence, relating to the auditor's examination has been concluded in legal form and whether the audit opinion contains an indication in accordance with section 322 (3) sentence 2. It is also necessary to indicate whether the documents have been submitted to the operator of the Federal Gazette. (3) Paragraph 1 (1) No. 1 is based on the management report, the group management report, the proposal for the use of the result and the decision on its Use accordingly. Where the documents referred to in the first sentence are not disclosed at the same time as the annual accounts or the consolidated financial statements, the subsequent disclosure shall indicate in each case the conclusion to which they relate and where it is disclosed. ; this also applies to the subsequent disclosure of the confirmation notice or the endorsement of his failure. (4) The legal regulation pursuant to § 330 (1) sentence 1, 4 and 5 may vary the operator of the Federal Gazette from the account form in accordance with § 266 (1) sentence 1. (5) For the deposit of the balance sheet of a Micro-capital company (Article 326 (2)) shall apply in accordance with paragraph 1.

Footnote

(+ + + § 328: For application, see § 160 para. 1 KAGB and Others Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 329 Examination and teaching obligation of the operator of the Federal Gazette

(1) The operator of the Federal Gazette shall check whether the documents to be submitted have been submitted in full and in full. The operator of the company register shall make available to the operator of the Federal Gazette the data transmitted by the Land Justice Administrations pursuant to Section 8b (3) sentence 2, insofar as this is necessary for the performance of the tasks according to sentence 1. The data may only be used by the operator of the Federal Gazette for the purposes specified in the first sentence. (2) If the examination gives rise to the assumption that the size of the capital company is subject to a facilitation or the facilitation according to § 327a should not have been claimed, the operator of the Federal Gazette may, within a reasonable period of time, of the capital company the communication of the turnover (§ 277 (1)) and the average number of employees (§ 267 5) or require information on the property as a capital company in the sense of § 327a . 3) In the cases of § 325a (1) sentence 3 and § 340l (2) sentence 6, the submission of a translation in an individual case may be deemed to have been injustiable. (3) In the cases of § 325a (1) sentence 3 and § 340l (2) sentence 6 the German language is required. (4) The examination referred to in the first sentence of paragraph 1, that the documents to be disclosed are not filed or incompletely submitted, shall be the case for the conduct of the order-making procedure in accordance with § § 335, 340o, and 341o competent administrative authority.

Footnote

(+ + + § 329 para. 1, 2 and below) 4: For use, see § 160 para. 1 KAGB + + +)

Fifth Subsection
Regulation authorisations for forms and other provisions

Unofficial table of contents

Section 330

(1) The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of Finance and the Federal Ministry for Economic Affairs and Energy, by means of a decree law which does not accord with the approval of the Federal Council , require to prescribe forms for capital companies or other provisions relating to the breakdown of the annual accounts or the consolidated financial statements or the contents of the Annex, the Group Annex, the management report or the group management report. , if the branch of the branch is different from § § 266, 275 The annual financial statements or the consolidated financial statements or the provisions of the First Section and the First and Second Subsections of the Second Section require different arrangements. The requirements for the documents referred to in the first sentence of the first paragraph shall be equivalent to the requirements laid down in the first sentence of the first sentence for large corporations (Article 267 (3)) of the provisions of the First Section and the First and Second Subsections of the Second Section and the rules applicable to the branch. Any requirements beyond the applicable law may only be imposed in so far as they are based on acts of the Council of the European Union. The legal regulation in accordance with the first sentence may also allow deviations from the account form in accordance with § 266 (1) sentence 1. Sentence 4 shall also apply in cases in which a branch does not require an outline deviating from § § 266 and 275. (2) Paragraph 1 is applicable to credit institutions within the meaning of Section 1 (1) of the Law on credit accounts, insofar as it is based on the provisions of § 2 (2) (2) of the Law on credit. 1, 4 or 5 are not excluded from the application, and on financial services institutions within the meaning of Section 1 (1a) of the Law on credit accounts, insofar as they are not exempt from the application pursuant to § 2 (6) or (10) of the Act, and to financial services institutions Institutions within the meaning of Article 1 (2a) of the Payment Services Supervisory Act, in accordance with the provisions of sentences 3 and 4, notwithstanding of their legal form. Sentence 1 shall also apply to branches of undertakings established in a Member State which is not a member of the European Community and also not a State Party to the Agreement on the European Economic Area, provided that the branch office is in accordance with Article 53 of the Treaty The provisions of paragraph 1 of the law on credit institutions shall be considered as a credit institution or as a financial institution. The legal regulation does not require the consent of the Federal Council; it is to be adopted in agreement with the Federal Ministry of Finance and in consultation with the Deutsche Bundesbank. The legal regulation referred to in the first sentence may also include more detailed provisions on the preparation of the annual financial statements and consolidated financial statements within the framework of the required forms for the breakdown of the annual accounts and the consolidated financial statements, and the interim financial statements pursuant to § 340a (3) and the interim consolidated financial statements pursuant to Section 340i (4) shall be included in so far as this is necessary for the performance of the tasks of the Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) or the Deutsche Bundesbank (Bundesanstalt für Finanzdienst is, in particular, a uniform dossier for the assessment of the (3) (1) shall apply to insurance undertakings in accordance with the provisions of sentences 3 and 4, irrespective of their legal form. Sentence 1 shall also apply to branches within the scope of this Act by insurance undertakings established in another State if they are to operate the direct insurance business of the permit by the German authorities Insurance supervisory authority. The legal regulation requires the approval of the Federal Council and is to be adopted in agreement with the Federal Ministry of Finance. The legal regulation referred to in the first sentence may also include more detailed provisions on the preparation of the annual financial statements and consolidated financial statements within the framework of the required forms for the breakdown of the annual accounts and the consolidated financial statements, and Rules on the approach and evaluation of technical provisions, in particular the approximation procedures, are to be included. The consent of the Federal Council is not required, provided that the Regulation serves exclusively for the purpose of allowing derogations under paragraphs 1, 4 and 5. (4) The legal regulation referred to in paragraph 1 in conjunction with paragraph 3 may be used to determine: that insurance undertakings to which Directive 91 /674/EEC, in accordance with Article 2 thereof, is not to be applied in conjunction with Article 3 of Directive 73 /239/EEC or in conjunction with Article 2 (2) or (3) or Article 3 of Directive 79 /267/EEC, shall be subject to the following conditions: Regulations of the second sub-section of the Fourth Section shall be exempt in whole or in part in so far as it is necessary to avoid an undue burden in relation to the size of the insurance undertakings; paragraph 1, second sentence, shall not be applied in so far as it is necessary. In the legal regulation, these insurance companies may also be responsible for the breakdown of the financial statements and consolidated financial statements, for the preparation of the appendix and the management report and the consolidated financial statements and the group management report, as well as for the disclosure of the consolidated financial statements. (5) The provisions of paragraphs 3 and 4 shall apply accordingly to pension funds (Section 112 (1) of the Insurance Supervision Act).

Sixth subsection
Criminal and penal rules
Procedural funds

Unofficial table of contents

§ 331 Inaccurate representation

Imprisonment of up to three years or a fine shall be punished, who
1.
as a member of the authorized body or of the supervisory board of a capital company, the relationships of the capital company in the opening balance sheet, in the annual accounts, in the annual report or in the interim financial statements pursuant to § 340a (3) incorrect reproduces or disguised,
1a.
as a member of the authorized body of a capital company for the purpose of the exemption pursuant to § 325 (2a) sentence 1, subsection (2b), an individual financial statement in accordance with the international accounting standards referred to in § 315a (1), in which the the conditions of the capital company have been rendered inaccurate or disguised, intentionally or recklessly open;
2.
As a member of the authorized body or the supervisory board of a capital company, the circumstances of the group in the consolidated financial statements, in the group management report or in the interim consolidated financial statements in accordance with section 340i para. 4 are incorrect or veiled,
3.
as a member of the authorized body of a capital company for the purpose of the exemption pursuant to § 291 (1) and (2) or in accordance with § 292 of a consolidated financial statements or group management report, in which the circumstances of the group are rendered inaccurate or have been disguised, intentionally or recklessly,
3a.
Contrary to § 264 (2) sentence 3, § 289 (1) sentence 5, § 297 para. 2 sentence 4 or § 315 (1) sentence 6, an insurance policy does not apply correctly,
4.
as a member of the authorized body of a capital company or as a member of the authorized body or as a representative of a subsidiary of one of its subsidiaries (§ 290 (1), (2)) in enlightenments or Evidence to be provided by a statutory auditor of the capital company, of a related company or of the group according to § 320, or the relationships of the capital company, a subsidiary company or the group unproperly reproduces or obfuscates.

Footnote

(+ + + § 331: For application cf. Art. 75 (1) HGBEG + + +)
(+ + + § 331 No. 3 and 3a: For the first application, see: HGBEG Art. 62 + + +) Unofficial table of contents

Section 332 Violation of reporting obligations

(1) A custodial sentence of up to three years or a fine shall be punishable by a statutory auditor or assistant of a statutory auditor on the result of the examination of an annual financial statement, a separate financial statement pursuant to section 325 (2a), a management report, of a consolidated financial statements, a group management report of a capital company or an interim financial statements pursuant to section 340a (3) or of a group interim financial statements pursuant to § 340i paragraph 4, incorrect reporting, in the audit report (§ 321), significant circumstances Conceded or an incorrect confirmation of content (§ 322) (2) If the offender is against payment or in order to enrich himself or another person or to harm another person, the penalty shall be punishable by imprisonment of up to five years or a fine. Unofficial table of contents

Section 333 Violation of the obligation of confidentiality

(1) With a custodial sentence of up to one year or a fine shall be punished, who is a secret of the capital company, a subsidiary (§ 290 para. 1, 2), a jointly run company (§ 310) or an associated company (§ § 290). 311), in particular an operating or business secret, which is known to him in his capacity as a statutory auditor or assistant of a statutory auditor in the event of an audit of the annual financial statements, an individual financial statements pursuant to section 325 (2a) or the consolidated financial statements , or who has a business or trade secret or a knowledge (2) If the offender is against payment or in the intention to enrich himself or another person, the company, which has become known to him as an employee at a test site within the meaning of Section 342b (1) in the case of testing activities. or to harm another person, the penalty shall be a term of imprisonment of up to two years or a fine. Likewise, it shall be punished for the unauthorised use of a secret of the nature referred to in paragraph 1, in particular an operational or commercial secret which has become known to him under the conditions laid down in paragraph 1. (3) The act shall be punished only at the request of the Capitalsociety pursues. Unofficial table of contents

Section 334 Penal rules

(1) An administrative offence acts as a member of the representative body or the supervisory board of a capital company.
1.
in drawing up or establishing the annual accounts of a provision
a)
§ 243 (1) or (2), § § 244, 245, 246, 247, 248, 249 (1) sentence 1 or (2), § 250 (1) or (2), § 251 or § 264 (1a) or (2) on the form or content,
b)
Article 253 (1), first sentence, 2, 3, 4, 5 or sentence 6, subsection 2, sentence 1, also in conjunction with sentence 2, paragraph 3, sentence 1, 2, 3, 4 or sentence 5, para. 4 or 5, § 254 or § 256a on the valuation,
c)
Section 265 (2), (3), (4) or (6), § § 266, 268 (3), 4, 5, 6 or 7 (7), § § 272, 274, 275 or § 277 on the outline or
d)
§ 284 or § 285 on the information to be provided in the balance sheet, under the balance sheet or in the notes to be annexed,
2.
in the preparation of the consolidated financial statements of a provision
a)
Article 294 (1) on the scope of consolidation,
b)
§ 297 (1a), (2) or (3) or section 298 (1) in conjunction with § § 244, 245, 246, 247, 248, 249 (1) sentence 1 or paragraph 2, § 250 (1) or § 251 on content or form,
c)
§ 300 on the consolidation principles or the completeness of the law of completeness,
d)
the first sentence of § 308 (1) in conjunction with the provisions referred to in point 1 (b), paragraph 308 (2) or section 308a on the valuation,
e)
the first sentence of § 311 (1) in conjunction with Section 312 on the treatment of associated companies, or
f)
§ 308 (1) sentence 3, § 313 or § 314 on the information to be made in the Group attachment,
3.
in the establishment of the management report of a provision in § 289 or section 289a on the content of the management report,
4.
in the preparation of the group management report of a provision in Section 315 (1), (2), (4) or (5), on the content of the Group management report,
5.
in the case of disclosure, filing, publication or reproduction of a provision of section 328 above form or content, or
6.
a legal regulation adopted pursuant to section 330 (1), first sentence, to the extent that it refers to that fine for a certain amount of the offence;
(2) Contrary to the law. (2) Contrary to the law, anyone who has concluded an annual financial statements, an individual financial statements pursuant to Section 325 (2a) or a consolidated financial statements, which is to be examined pursuant to statutory provisions, has issued a notice pursuant to Section 322 (1), although it is not § 319 (2), (3), (5), § 319a (1) sentence 1, (2), § 319b (1) sentence 1 or 2, or pursuant to § 319 (4), also in conjunction with § 319a (1) sentence 2, or § 319a (1) sentence 4, 5, § 319b (1), the accounting firm or the The accounting firm for which it is active must not be a statutory auditor. (3) The administrative offence can be carried out with a (4) In the cases referred to in Article 36 (1) (1) of the Code of Administrative Offences, the Administrative Authority shall be the Federal Office of Justice in the cases referred to in paragraphs 1 and 2. (5) The paragraphs 1 to 4 shall apply to: Not to apply to credit institutions in the sense of § 340 and to insurance undertakings in the sense of Section 341 (1).

Footnote

(+ + + § 334: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 335 Setting of order money

(1) Against the members of the authorized body of a capital company, which shall:
1.
§ 325 on the obligation to disclose the annual financial statements, the management report, the consolidated financial statements, the group management report and other accounting documents, or
2.
Section 325a on the obligation to disclose the accounting documents of the main office
, the Federal Office of Justice (Bundesamt) shall not be required to comply with the procedure laid down in paragraphs 2 to 6 because of the undue omission of timely disclosure by the Federal Office of Justice (Bundesamt); in the case of point 2, the fourth sentence of Article 13e (2) of the Code of Procedure (4) , as soon as they are registered, to the place of the members of the authorized body of the capital company. The monetary procedure may also be carried out against the capital company, for which the members of the representative body have to comply with the obligations set out in the first and second sentence of the first sentence. The proceedings shall not preclude the fulfilment of a prior obligation, in particular the preparation of the annual or consolidated financial statements or the immediate issue of the examination contract, not yet fulfilled. The order fee shall be at least two thousand and five hundred and no more than twenty-five thousand euros; the maximum amount of the order shall be increased to two hundred and fifty thousand euros if the capital company is capital-market-oriented in the sense of the § 264d. (2) The procedure is § § 15 to 19, § 40 (1), § 388 (1), § 389 (3), § 390 (2) to (6) of the Act on the Procedure in Family Matters and in the Matters of Volunteering Jurisdiction as well as § 11 no. 1 and 2, § 12 (1) no. 1 to 3, para. 2 and 3, § § 14, 15, 20 (1) and (3), § 21 (1), § 23 and 26 of the Administrative Procedure Act shall be applied accordingly in accordance with the following paragraphs. The monetary procedure is a judicial administrative procedure. Auditors and sworn accountants, tax advisers, tax agents, persons and associations within the meaning of Section 3 (4) of the Tax Consultation Act as well as companies within the meaning of § 3 (2) and (3) of the Tax Consultation Act are also responsible for representing the parties concerned. § 110a (1), § 110b (1) sentence 1, para. 2 to 4, § 110c (1) and § 110d of the German Tax Consultation Act (2a) for electronic file management and communication are subject to the law of the German Federal Office for Tax Consultation. Law on Administrative Offences shall apply mutagentily. § 110a (2) sentences 1 and 3 as well as § 110b (1) sentences 2 and 4 of the Code of Administrative Offences shall apply mutagenically, with the proviso that the Federal Ministry of Justice and Consumer Protection shall comply with the regulation without the consent of the (3) The parties referred to in the first sentence of the first and second sentences of paragraph 1 must be given a certain amount of order under threat of an order of order, within the limits of the a period of six weeks from the access of the threat to its legal obligation , or to justify the omission by means of opposition to the availability of the information. At the same time, the costs of the proceedings must be borne by the parties concerned with the threat of order. The objection may be limited to objections to the decision on costs. The objection to the threat of order and to the decision on costs has no suspensive effect. If the objection leads to a cessation of the proceedings, the decision of the costs pursuant to sentence 2 must be repealed at the same time. (4) If the parties did not comply with the threat of statutory duty at the latest six weeks after the date of access, or the To justify failure by means of opposition, the order is to be fixed and at the same time to repeat the previous order under threat of a renewed order. If the parties have fulfilled the legal obligation only after the expiry of the six-week period, the Federal Office shall have to reduce the order fee as follows:
1.
to an amount of EUR 500 if the parties have made use of the right of a micro-capital company in accordance with Article 326 (2);
2.
to an amount of EUR 1 000 if it is a small capital company within the meaning of Article 267 (1);
3.
an amount of EUR 2 500 if a higher order has been threatened and the conditions set out in points 1 and 2 are not met, or
4.
in each case to a lesser extent, if the parties have only slightly exceeded the six-week period.
In the event of a reduction, only circumstances which occurred prior to the decision of the Federal Office shall be taken into account. (5) If the parties were not in fault, they were prevented from entering into the six-week period referred to in paragraph 4 or their legal provisions. The Federal Office of the Federal Republic of Germany, upon request, has to grant them the obligation to reinstate them. The fault of a representative is to be attributed to the person represented. A lack of debt will be presumed if a right of appeal is not or is in error. The application for re-establishment must be submitted to the Federal Office in writing within two weeks of the removal of the obstacle. The facts on the grounds for the application shall be made credible in the application or in the proceedings on the application. The missed action shall be taken at the latest six weeks after the removal of the obstacle. If, within one year from the expiry of the six-week period referred to in paragraph 4, no request for re-establishment of rights has been requested or the omitted act has been obtained, re-establishment of rights may no longer be granted. The reinstatability shall not be countervailable. If the parties concerned have not requested reinstatation or if the rejection of the application for re-establishment has become final, the parties concerned can no longer rely on the complaint that they were prevented from being in debt, in which: (5a) (6) The Federal Office shall not have any evidence concerning the classification of a company within the meaning of § 267 in a procedure under paragraphs 1 to 5. (1) to (3) or (267a), it may refer to the provisions of the first and second sentences of paragraph 1 Give up parties, the balance sheet total after deduction of a shortfall shown on the assets side (§ 268 (3)), the turnover (Section 277 (1)) and the average number of employees (§ 267 (5)) for the financial year in question and for the financial years required for the classification. If the information in accordance with the first sentence does not apply, the further procedure shall be presumed that the facilitation of § § 326 and 327 cannot be used. The first and second sentences are valid for the consolidated financial statements and the group management report, with the proviso that § § 267, 326 and 327 of § 293 shall be replaced by the provisions of § § 267.

Footnote

(+ + + § 335: For application see § 160 para. 1 KAGB + + +)
(+ + + § 335 para. 5 sentence 11 and 12: For application see Art. 66 (6) HGBEG + + +)
(+ + + § 335 para. 5 sentence 11 and 12: On the expiry of the expiry date cf. Art. 66 (6) HGBEG + + +) Unofficial table of contents

Section 335a Complaint against the fixing of administrative money; legal complaint; authorisation of the regulation

(1) The appeal shall be lodged against the decision to fix the order fee or to disclaim the opposition or the application for re-establishment of the law, as well as against the decision pursuant to Section 335 (3) sentence 5. Provisions of the Law on the Procedure in Family Matters and in the Matters of Voluntary Jurisdiction, unless otherwise provided for in the following paragraphs. (2) The appeal is within a period of two weeks , the regional court responsible for the seat of the Federal Office shall decide on them. In order to avoid significant procedural arrestings or to compensate for an excessive business burden, the Land Government of the country in which the Federal Office has its registered office shall be authorized to take the decision by means of a legal regulation on the Transfer the right of appeal according to sentence 1 to another district court or other county courts. The Land Government may delegate this authorisation to the Land Justice Administration. If a Chamber of Commercial Matters is formed in the District Court, this Chamber shall replace the Civil Chamber. If the civil chamber decides on the appeal, sections 348 and 348a of the Code of Civil Procedure shall be applied accordingly; the Chairman shall decide on a complaint pending at the Chamber of Commercial Matters. The district court may, at its reasonable discretion, determine that the parties involved are to reimburse, in whole or in part, the extra-judicial costs which were necessary for the appropriate legal proceedings from the state treasury. Sentence 6 shall apply mutatily if the Federal Office of the Complaint is to remedy the situation. § 91 (1) sentence 2 and § § 103 to 107 of the Code of Civil Procedure shall apply accordingly. § 335, paragraph 2, sentence 3 shall apply. (3) The appeal decision shall be subject to the right of appeal if the district court has allowed it to be filed. The provisions of the Law on the Procedure in Family Matters and in the Matters of Voluntary Jurisdiction shall apply mutamatters to the provisions of the law, insofar as nothing else is provided for in this paragraph. The Oberlandesgericht (Oberlandesgericht), which is responsible for the seat of the Regional Court, decides on the legal complaint. The legal complaint is also available to the Federal Office. Before the Oberlandesgericht (Oberlandesgericht), the parties must be represented by a lawyer; this does not apply to the Federal Office. (4) For the electronic file management of the Court of First Instance and the communication with the court referred to in paragraphs 1 to 3, § 110a (1), 110b (1) sentence 1, paragraphs 2 to 4, § 110c (1) and § 110d of the Court of First Instance Law on Administrative Offences shall apply mutagentily. § 110a (2) sentences 1 and 3 and § 110b (1) sentences 2 and 4 of the Code of Administrative Offences shall apply with the proviso that the Land Government of the country in which the Federal Office maintains its registered office shall adopt the Regulation and the Authorisation may be transferred to the Land Justice Department by means of a legal regulation.

Footnote

(+ + + § 335a: For application see § 45 (3) sentence 3, § 123 (1) sentence 2 and § 160 para. 1 KAGB + + +)
(+ + + § 335a (3): For the first application, see: Art. 70 (3) sentence 2 HGBEG + + +) Unofficial table of contents

Section 335b Application of the fines and fines, as well as the rules on the order of law, to certain open trading companies and limited partnerships

The penal provisions of § § 331 to 333, the fine provisions of § 334 as well as the ordinance of § 335 apply also to open trading companies and limited liability companies in the sense of § 264a (1). In this case, the proceedings pursuant to § 335 shall be directed against the personally liable partners or against the members of the organs of the representatives of the personally liable partners. It can also be directed against the open trading company or against the Kommanditgesellschaft. § 335a is to be applied accordingly.

Footnote

(+ + + § 335b: For application see § 45 (3) sentence 3, § 123 (1) sentence 2 and § 160 para. 1 KAGB + + +)

Third Section
Supplementary provisions for registered cooperatives

Unofficial table of contents

§ 336

(1) The Executive Board of a cooperative has the annual financial statements (§ 242) to expand an appendix, which forms a unit with the balance sheet and the profit and loss account, as well as to draw up a management report. The annual accounts and the annual report shall be drawn up during the first five months of the financial year for the past financial year. (2) The annual accounts and the annual report shall be the annual accounts and the annual report, unless otherwise specified in this section: the following provisions shall apply:
1.
Section 264 (1), fourth sentence, first half-sentence and paragraph 1a, 2,
2.
§ § 265 to 289, with the exception of § 277 (3) sentence 1 and § 285 (17),
3.
Section 289a (4) in accordance with Section 9 (3) and (4) of the Cooperative Act.
Other provisions which are caused by the business sector remain unaffected. Cooperatives which fulfil the characteristics of micro-capital companies according to § 267a (1) (micro cooperatives) may also facilitate the facilitation of micro-capital companies according to § 337 (4) and § 338 (4). (3) § 330 (1) on the adoption of legal regulations shall be applied accordingly.

Footnote

(+ + + § 336: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 337 Rules on the balance sheet

(1) In place of the subscribed capital, the amount of the members ' business assets shall be shown. The amount of the business assets of the members who have been retired at the end of the business year shall be disclosed separately. In the event that any repayment of deposits due to shares in the balance sheet is shown as a balance sheet, the corresponding amount on the assets side shall be set under the name "Repayments due to repayments on shares". If repayments are not shown as a business balance, the amount of the item "business balance" shall be recorded. In both cases, the amount shall be equal to the nominal value. A minimum capital fixed in the statutes shall be disclosed separately. (2) In lieu of the retained earnings, the results shall be disclosed and shall be broken down as follows:
1.
Legal reserve;
2.
other result reserves; the earnings reserve in accordance with Section 73 (3) of the Cooperative Act and the amounts to be paid out of this earnings reserve to retired members must be noted.
(3) The result reserves shall be listed separately in the balance sheet or in the notes in the Annex:
1.
The amounts set by the General Assembly from the balance sheet profit of the previous year;
2.
the amounts to be deducted from the annual surplus of the financial year;
3.
the amounts taken for the financial year.
(4) Micro-cooperatives which make use of the facilitation for micro-capital companies in accordance with § 266 (1) sentence 4 shall have the amount of the members ' business assets and the legal reserve in the balance sheet in the liabilities item A To expel equity as follows:
Of which:
Members ' business assets statutory reserve.

Footnote

(+ + + § 337: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

Section 338 Rules on the Annex

(1) In the Annex, information shall also be provided on the number of persons who have entered or retired during the financial year and the number of members who have been members of the cooperative at the end of the financial year. In addition, the total amount by which the balance of business and the amounts of the members ' liability have increased or decreased this year shall be indicated and the amount of the sums of interest for which all members shall be together at the end of the year. (2) In the Annex, the following shall also be stated:
1.
the name and address of the competent audit association to which the cooperative belongs;
2.
all members of the Management Board and of the Supervisory Board, even if they are eliminated in the financial year or later, with the family name and at least one written first name; a possible Chairman of the Supervisory Board shall be deemed to be such .
(3) In place of the information provided for in Article 285 (9) concerning the remuneration, advances and credits paid to members of organs, only claims made by the Cooperative against members of the Management Board or Supervisory Board shall be disclosed. . The amounts of these claims can be combined in one sum for each institution. (4) Micro-cooperatives do not need to expand the annual accounts by an annex if they indicate under the balance sheet:
1.
the information referred to in Articles 251 and 268 (7); and
2.
the information referred to in paragraphs 1, 2 (1) and (3).

Footnote

(+ + + § 338: For application, see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 339 Disclosure

(1) The Management Board shall immediately after the General Meeting on the annual accounts but no later than before the end of the twelfth month of the financial year following the closing date, the annual accounts established, the management report and the annual accounts. Report of the Supervisory Board to be submitted electronically to the operator of the Federal Gazette. If the issuing of a certificate of confirmation pursuant to section 58 (2) of the Cooperative Act is required, it must be filed with the annual accounts; if the Examining Association has failed to confirm the annual financial statements, this must be done on the shall be recorded and the endorsement signed by the Examining Association. If the examination of the annual accounts is not completed at the time of submission of the documents referred to in the first sentence, the endorsement or the endorsement shall be submitted immediately after the examination has been completed. If the annual accounts or the management report are changed after the submission, the amended version must also be submitted. (2) § 325 (1) sentence 2, paragraphs 2, 2a and 6 as well as § § 326 to 329 shall be applied accordingly. Where a micro-cooperative has made use of the facilitation of micro-capital companies in accordance with Article 326 (2), Section 9 (6) sentence 3 shall apply accordingly.

Footnote

(+ + + § 339: For application, see Art. 75 (1) HGBEG + + +)

Fourth Section
Supplementary rules for undertakings of certain branches of business

First subsection
Supplementary provisions applicable to credit institutions and financial services institutions

First Title
Scope

Unofficial table of contents

Section 340

(1) This subsection shall be applied to credit institutions within the meaning of Article 1 (1) of the Law on credit accounts, in so far as they are not exempted from the application pursuant to Article 2 (1), (4) or (5) of this Act, and to branches of undertakings Having its registered office in a State which is not a member of the European Community and also not a State Party to the Agreement on the European Economic Area, provided that the branch as defined in Article 53 (1) of the Law on Credit: Credit institution shall apply. § 340l (2) and (3) shall also apply to branches within the meaning of Section 53b (1), first sentence, and (7) of the Law on Credit, including in conjunction with a decree pursuant to Section 53c (1) of this Act, provided that such branches Branches shall operate banking transactions within the meaning of Article 1 (1), second sentence, Nos. 1 to 5 and 7 to 12 of this Act. Additional requirements are unaffected due to the legal form or branches of the law. (2) This subsection is based on the companies of the Law on the Credit Esen in § 2 (1) (4) and (5) of the Law on Credit (3) This subsection shall not apply to housing undertakings with a savings institution. (4) This subsection shall apply to the following: is also referred to financial services institutions within the meaning of Article 1 (1a) of the Law on to apply the credit, in so far as they are not exempted from the application pursuant to Article 2 (6) or (10) of this Directive, and to branches of undertakings established in another State which are not members of the European Community and also is not a State Party to the Agreement on the European Economic Area, provided that the branch is deemed to be a financial services institution in accordance with Section 53 (1) of the Law on Credit Charges. Section 340c (1) is not to be applied to financial services institutions and credit institutions, provided that the latter are the scontroversies within the meaning of § 27 (1) sentence 1 of the Stock Exchange Act and non-CRR credit institutions within the meaning of Section 1 (3d) sentence 1 of the Act on that are credit giants. This subsection is also based on institutions within the meaning of Section 1 (2a) of the Payment Services Supervisory Act (PSC). , Additional requirements are unaffected due to the legal form or branches of the branch.

Footnote

(+ + + § 340: For application, see Art. 75 (1) HGBEG + + +)

Second Title
Annual accounts, annual report, interim financial statements

Unofficial table of contents

Section 340a Applicable Rules

(1) Credit institutions, even if they are not in the legal form of a capital company, shall apply to their annual accounts the provisions of the First Subsection of the Second Section which apply to large corporations; unless otherwise specified in the provisions of this Subsection. Credit institutions also have a management report in accordance with the rules applicable to large corporations. (2) § 265 (6) and (7), § § 267, 268 (4) sentence 1, (5) sentence 1 and 2, § 276, 277 para. 1, 2, 3 sentence 1, § 284 paragraph 2 number 3, § 285 No. 8 and 12, § 288 shall not be applied. In lieu of Section 247 (1), § § 251, 266, 268 (7), § 275, 284 (3), 285 (1), 2, 4, 9 (c) and 27 (27), the forms and other provisions adopted by means of a decree-law shall apply. Section 246 (2) shall not apply to the extent that different provisions exist. § 264 (3) and (§ 264b) are to be applied with the proviso that the credit institution does not need to apply the provisions of the fourth subsection of the second section under the conditions set out above. Section 285 (31) shall not apply; under the items "extraordinary income" and "extraordinary expenses", the income and expenses incurred outside the ordinary course of business shall be shown. In the Annex, these items shall be explained in respect of their amount and nature, provided that the amounts shown are not of secondary importance for the assessment of the earnings situation. (3) Insofar as credit institutions are to be considered to be prudening Interim financial statements for the identification of intermediate results within the meaning of Article 26 (2) of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and Investment firms and amending Regulation (EU) No 646/2012 (OJ L 46, 2.2.2012, p. 1), the accounting standards applicable to the annual accounts should be applied to them. The rules relating to the appointment of the auditor shall be applied in accordance with the prudence of the auditor. The review shall be designed in such a way as to preclude, in the event of a conscientious exercise of the profession, that the interim financial statements are essentially contrary to the accounting principles to be applied. The auditor shall summarize the results of the review in a certificate. § 320 and § 323 shall apply accordingly. (4) In addition, credit institutions shall specify in the notes to the annual accounts:
1.
all mandates in the statutory supervisory bodies of large corporations (§ 267 para. 3), which are exercised by legal representatives or other employees;
2.
all holdings in large corporations that exceed five per cent of the voting rights.

Footnote

(+ + + § 340a: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 340b Pension transactions

(1) Pension transactions are contracts by which a credit institution or the client of a credit institution (pension provider) is an asset belonging to another credit institution or to one of its clients (pensioner) against payment of an amount , and in which it is agreed at the same time that the assets must be retransmitted to the pension provider at a later date in return for payment of the other amount received or agreed in advance to the pension provider. (2) Pension holders the obligation to make the assets a (3) If the pensioner is only entitled to have the property at a given date or to be determined by him, he shall be entitled to repay him/her to the pension fund. (4) In the case of real repurchase transactions, the assets transferred shall continue to be shown in the balance sheet of the pension provider. The pension provider shall, at the level of the amount received for the transfer, have a liability to the pensioner. If a higher or lower amount is agreed for the retransmission, the difference shall be distributed over the life of the pension business. In addition, the pension provider shall specify the carrying amount of the assets in the pension in the appendix. The pensioner must not give his balance sheet the assets he or she has in his pension; he shall, at the level of the amount paid for the transfer, have a claim to the pension provider in his balance sheet. Where a higher or lower amount is agreed for the retransmission, the difference shall be distributed over the life of the pension business. (5) In the case of unreal repurchase agreements, the assets are not in the the balance sheet of the pension provider, but in the balance sheet of the pension holder. The pension provider shall, on the balance sheet, indicate the amount agreed in the case of the retransmission. (6) Foreign exchange transactions, financial futures and similar transactions and the issue of own debt securities shall apply to abbreviated time. not as repurchase transactions within the meaning of this provision. Unofficial table of contents

Section 340c Rules relating to the profit and loss account and to the Annex

(1) The income or expense of the trading stock is the difference in all income and expenses from transactions with financial instruments of the trading stock and the trading of precious metals and the related income from attributions and to expel expenses from depreciation and amortisation. The accounts shall also include expenditure on the formation of provisions for the loss of losses arising from the operations referred to in the first sentence, and the proceeds from the liquidation of such provisions. (2) Amortization of participations, shares in affiliated companies and securities treated like fixed assets may be charged with the proceeds from attributions to such assets and may be reported in an expense or earnings post . In the offsetting referred to in the first sentence, the expenses and income from transactions with such assets may also be included. (3) Credit institutions, the reserves which are not realized in accordance with § 10 (2b) sentence 1 no. 6 or the capital of which the liable capital is not reallocated. 7 of the law on credit in the version in force until 31 December 2013, the amount by which these reserves are attributed to the inherent capital shall be given in the notes to the balance sheet and the profit and loss account. Unofficial table of contents

§ 340d Deadline for time limits

The accounts receivables and liabilities shall be broken down according to the hairiness of the product. For the breakdown according to the hairiness, the remaining term at the balance sheet date is decisive.

Third Title
Evaluation rules

Unofficial table of contents

§ 340e Evaluation of assets

(1) Credit institutions shall have shareholdings, including shares in affiliated undertakings, concessions, industrial property rights and similar rights and values, as well as licences on such rights and values, land, equal rights and rights; and Buildings, including buildings on foreign land, technical installations and machinery, other installations, operating and business equipment, and installations under construction, in accordance with the rules applicable to the assets, unless they have been built are not intended to serve the business in a continuous manner; in this In case they are to be assessed in accordance with the second sentence. Other assets, in particular claims and securities, shall be assessed in accordance with the rules applicable to the circulation of assets, unless they are intended to serve the business in a continuous manner; in such a case they shall be in accordance with the first sentence. Section 253 (3) sentence 6 shall apply only to participations and shares in affiliated undertakings in the meaning of the first sentence, as well as to securities and claims within the meaning of the second sentence, which are intended to serve the business operations continuously. (2) By way of derogation from § 253 (1) sentence 1 may be applied to mortgage loans and other claims with their nominal value, provided that the difference between the nominal amount and the payout amount or the acquisition cost is of interest character. Where the nominal amount is higher than the payout amount or the cost of acquisition, the difference in the balance sheet shall be included in the balance sheet; it shall be disbursed as planned and at its level in the balance sheet; or in the Annex, separately. Where the nominal amount is lower than the payout amount or the cost of acquisition, the difference in the balance of the accounts may be recorded on the assets side; it shall be disbursed in accordance with the plan and the amount in question shall be fixed at the level of the balance in the (3) The financial instruments of the trading stock shall be assessed at fair value less a risk-taking effect. A breakdown in the trade balance is excluded. The same shall apply to a breakdown from the stock of trade, unless exceptional circumstances, in particular serious adverse effects on the trading capacity of the financial instruments, lead to a task of commercial intent by the Credit institution. Financial instruments of the trading stock may subsequently be included in an evaluation unit; they must be re-integrated into the stock at the end of the evaluation unit. (4) In the balance sheet, the special item " Funds for general " Bank risks in accordance with § 340g shall apply in each financial year an amount equal to at least 10 per cent of the net income of the trading stock, and to be disclosed separately there. This item may only be resolved
1.
to compensate for net expenses of the trading stock, and
2.
to compensate for an annual loss, unless it is covered by a profit from the previous year,
3.
for the compensation of a loss contribution from the previous year, in so far as it is not covered by an annual surplus, or
4.
in so far as it exceeds 50 per cent of the average of the last five annual net income of the trading stock.
Resolutions to be made in accordance with the second sentence shall be given in the Annex and shall be explained.

Footnote

(+ + + § 340e: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 340f Pre-care for general banking risks

(1) Credit institutions shall be entitled to claim credit institutions and customers, debt securities and other fixed-income securities, and shares and other non-fixed-income securities which are not treated as fixed assets or as part of the In the event of a reasonable commercial assessment in order to safeguard against the special risks of the business branch, the value of the trading stock shall be lower than the value prescribed or approved in accordance with section 253 (1) sentence 1, paragraph 4. the credit institutions are necessary. The amount of the reserve reserves thus formed shall not exceed four of the hundred of the total amount of the assets referred to in the first sentence of the first sentence of Article 253 (1) (4) of the asset. A lower value may be maintained. (2) (3) Expenditure and income arising from the application of paragraph 1 and from transactions with securities referred to in paragraph 1, and expenses from depreciation and amortisation, as well as income from Attributions to these securities may be subject to the expenses arising from depreciation and amortisation of claims, contributions to provisions for contingent liabilities and for credit risks, as well as with the proceeds from attributions to receivables or from their claims. Entry after partial or complete depreciation and from resolutions of Provisions for contingent liabilities and for credit risks are charged and reported in the profit and loss account in an expense or earnings post. (4) Information on the formation and dissolution of the reserve reserves referred to in paragraph 1 The annual accounts, the management report, the consolidated financial statements and the group management report do not need to be made in the form of statements made in accordance with paragraph 3. Unofficial table of contents

§ 340g Special items for general banking risks

(1) Credit institutions may, on the liabilities side of their balance sheet, form a special item entitled "Fund for General Banking Risks" in order to safeguard against general banking risks, in so far as this is carried out on the basis of a reasonable commercial assessment of the specific risks of the (2) The benefits to the special item or the income from the dissolution of the special item are to be shown separately in the profit and loss account.

Fourth Title
Currency translation

Unofficial table of contents

§ 340h Currency conversion

Section 256a shall apply with the proviso that income resulting from the translation of the currency shall be taken into account in the income statement, in so far as the assets, liabilities or futures are held by assets, liabilities or liabilities, or other futures operations in the same currency are particularly covered.

Fifth Title
Consolidated financial statements, group management report, interim consolidated financial statements

Unofficial table of contents

§ 340i obligation to draw up

(1) Credit institutions, even if they are not in the legal form of a capital company, shall have, irrespective of their size, a consolidated financial statements and a group management report in accordance with the provisions of the second sub-section of the second Subsection on the consolidated financial statements and the group management report, unless otherwise specified in the provisions of this sub-section. Additional requirements on the basis of regulations which are due to the legal form shall remain unaffected. (2) The consolidated financial statements shall be subject to § § 340a to 340g on the annual accounts and the for the The legal form and the branch of the undertakings included in the consolidated financial statements, having their registered office within the scope of this Act, shall be applied in accordance with the rules applicable to large corporations. § § 293, 298 (1), § 314 (1) Nos. 1, 3, 6 (c) and (23) shall not apply. In the cases referred to in § 315a (1), the provisions referred to in paragraph 1 shall apply only to sections 290 to 292, 315a of this paragraph; the sentences 1 and 2 of this paragraph and § 340j shall not apply. Insofar as § 315a (1) refers to the provision of section 314 (1) (6) (c), the provision of Section 34 (2) (2) in conjunction with Section 37 of the credit institution-accounting regulation in the version of the notice of the 11 December 1998 (BGBl. 3658), as amended. Moreover, in the cases of § 315a (1), the credit institution accounting regulation shall not apply. (3) As credit institutions within the meaning of this Title, parent companies whose sole purpose is to participate in the credit institutions shall also apply. to acquire subsidiaries and the management and exploitation of these holdings, provided that such subsidiaries are exclusively or mainly credit institutions. (4) In the event that credit institutions have a prudence of prudence, Interim consolidated financial statements for the determination of The consolidated financial statements referred to in Article 26 (2), in conjunction with Article 11 of Regulation (EU) No 575/2013, shall apply to these accounting standards applicable to the consolidated financial statements. The rules relating to the appointment of the auditor shall be applied in accordance with the prudence of the auditor. The review shall be designed in such a way as to preclude, in the event of a conscientious exercise of the profession, that the interim financial statements are essentially contrary to the accounting principles to be applied. The auditor shall summarize the results of the review in a certificate. § 320 and § 323 apply accordingly.

Footnote

(+ + + § 340i: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 340j Undertaking of undertakings

Where a credit institution does not include a subsidiary undertaking which is a credit institution in its consolidated financial statements in accordance with Article 296 (1) (3), and the temporary holding of shares or shares of that undertaking shall be based on a financial support action for the Remediation or rescue of the company mentioned above, it must accompany the financial statements of this company to its consolidated financial statements and, in the context of the consolidated financial statements, provide additional information on the nature and conditions of the financial support action to make it.

Sixth Title
Audit

Unofficial table of contents

§ 340k

(1) Credit institutions shall, irrespective of their size, have their annual financial statements and management report, as well as their consolidated financial statements and group management report, without prejudice to the provisions of Sections 28 and 29 of the Law on Credit Esen, in accordance with the provisions of the third party To review the subsection of the second section of the examination; § 319 (1) sentence 2 shall not apply. The examination shall be carried out at the latest before the end of the fifth month of the financial year following the closing date. (2) If the credit institution is a cooperative or legal economic association, the examination shall be carried out by the examination board by way of derogation from the first sentence of Article 319 (1) of the audit, to which the credit institution is a member, provided that more than half of the Executive Board members of the Board of Management of this Audit Association are auditors. If the Board of Examiners has only two members of the Board of Management, one of them must be an auditor. § 319 (2) and (3) and § 319a (1) apply accordingly to the statutory representatives of the Examination Association and to all persons employed by the Association of Examiners who can influence the outcome of the examination; § 319 (3) sentence 1 no. 2 is not applicable to members of the supervisory board of the Examination Association, provided that it is ensured that the auditor may carry out the examination independently of the instructions given by the Board of Supervisors. If the parent company is a cooperative, the audit association to which the cooperative belongs is also statutory auditor of the consolidated financial statements and the group management report under the conditions set out in the first to third sentences. (2a) In the examination of the The annual accounts of the credit institutions referred to in paragraph 2 by an audit body may be signed by auditors only. The auditors working in the examination board have independent, conscientious, conscientious, concealed and self-responsibility to exercise their audit activity. In particular, they have to behave impartially in the reimbursement of audit reports. Instructions must not be given to them in respect of their audit activities by persons who are not auditors. The number of accountants active in the association must be such that the auditors who sign the confirmation note can carry out the audit. (3) If the credit institution is a savings bank, the auditors shall be entitled to: (1) shall be carried out by the Examination Office of a Sparkassen-und Giroverbands, by way of derogation from the first sentence of Article 319 (1). However, the examination may only be carried out by the examination office if the head of the examination office fulfils the requirements of section 319 (1) sentence 1 and 2; § 319 (2), (3) and (5) as well as § 319a are to all of the savings banks and the Giroverband employed persons who may influence the outcome of the examination. In addition, it must be ensured that the auditor can carry out the examination independently of the instructions of the institutions of the Savings Banks and of the Girobans. Unless otherwise provided for by the State Law, Section 319 (1) sentence 3 shall apply, subject to the condition that the certificate must have been issued by the Examination Office. (4) Financial services institutions and institutions within the meaning of Article 1 (2a) of the Payment service supervision law, whose balance sheet total does not exceed EUR 150 million on the date of the closing date, may also be examined by the persons referred to in § 319 (1) sentence 2. (5) Credit institutions, even if they are not in the legal form of a Capital companies are to apply § 324 if it is capital market oriented in the sense § 264d and do not have a supervisory board or a board of directors, who must comply with the requirements of Section 100 (5) of the German Stock Corporation Act (AktG). This applies to savings banks within the meaning of paragraph 3 as well as other national public-law credit institutions only insofar as the national law provides otherwise.

Seventh Title
Disclosure

Unofficial table of contents

§ 340l

(1) Credit institutions shall disclose the annual accounts and the management report as well as the consolidated financial statements and the group management report and the other documents referred to in § 325 according to § 325 (2) to (5), § § 328, 329 (1) and (4). Credit institutions which are not branches shall also have the documents referred to in the first sentence in each of the other Member States of the European Community and in any other Contracting State of the Agreement on the European Economic Area in which they have established a branch. The disclosure provided for in the second sentence shall be governed by the law of the Member State or State of the Contracting State. (2) The branches within the scope of this Act of undertakings established in another State shall have the same provisions as set out in the first sentence of paragraph 1. , the documents referred to in § 325 (2) to (5), § 328, 329 (1), (3) and (4) of their principal place of business, which have been drawn up and examined in accordance with the law of their principal place of business. undertakings established in a third country within the meaning of the first sentence of Article 3 (1) of the Wirtschaftsprüferordnung, whose securities are admitted to trading on the regulated market in the meaning of Article 2 (1) of the Securities Trading Act on a domestic stock exchange; also have a certificate issued by the auditor's chamber pursuant to § 134 (2a) of the auditor's regulations on the registration of the auditor or a confirmation of the auditor's chamber in accordance with § 134 (4) sentence 8 of the Public Accountants ' Rules on the waiver of the obligation to enter. Sentence 2 shall not apply to the extent that only debt securities in the meaning of Section 2 (1) (3) of the Securities Trading Act with a minimum denomination of EUR 50 000 or a corresponding amount of other currency on a domestic stock exchange shall not be applied. Trade on the regulated market is authorised. Branches within the scope of this Act of undertakings established in a State which is not a member of the European Community and which is not a State Party to the Agreement on the European Economic Area, shall have to apply to their separate accounting documents referred to in the first sentence of paragraph 1 shall not be disclosed, provided that the documents to be published in accordance with sentences 1 and 2 are drawn up in accordance with a law adapted to Directive 86 /635/EEC; and or equivalent to the documents drawn up in accordance with one of those rights . The documents must be submitted in German. In so far as this is not the official language at the head office of the main office, the documents of the principal place of business may also:
1.
in English or
2.
in a copy certified by the register of the principal establishment, or,
3.
if a facility comparable to that of the register does not exist or is not authorized to provide certification, in a copy certified by an auditor, accompanied by the declaration that either one of the registers is comparable to that of the register does not exist or does not have the power to be credited to it;
(3) § 339 is not applicable to credit institutions which are cooperatives. (4) Power a credit institution from the right to vote in accordance with § § § § 3. In the first sentence of Article 325 (2a), Article 325 (2) (3) and (5) shall apply with the following measures:
1.
The provisions of the First Subsection of the Second Section of the Third Book referred to in Article 325 (2a), third sentence, shall also apply to credit institutions which do not operate in the legal form of a capital company.
2.
Section 285 (8) (b) does not apply; however, the staff expenses of the financial year are listed in the Annex to the individual financial statements in accordance with Section 325 (2a), in accordance with the breakdown by form 3 in the item General administrative expenses Point (a) Staff expenditure of the credit institution-accounting regulation as amended by the Notice of 11 December 1998 (BGBl. 3658), as amended, provided that such information does not appear separately in the profit and loss account.
3.
In place of § 285 No. 9 (c), Section 34 (2) (2) of the credit institution-accounting regulation is applicable in the version of the notice of 11 December 1998 (BGBl. 3658), as amended.
4.
In addition, the provisions of § 340a (4) apply to the appendix.
5.
Moreover, the provisions of the second to fourth titles of this subsection and of the credit institution accounting regulation shall not apply.

Footnote

(+ + + § 340i: For application see Art. 75 (1) HGBEG + + +)

Eighth title
Rules on penalties and fines, administrative funds

Unofficial table of contents

§ 340m Criminal Code

The criminal provisions of Sections 331 to 333 shall also apply to credit institutions not operated in the legal form of a capital company, to financial services institutions within the meaning of Section 340 (4), and to institutions within the meaning of Section 340 (5). § 331 is also to be applied to the breach of obligations by
1.
the Executive Director (Section 1 (2), first sentence, of the Banking Act) of a credit institution or financial services institution which is not in the legal form of the capital company, within the meaning of the first sentence of Article 340 (4),
2.
the Executive Director (§ 1 (8), first sentence, and 2 of the Payment Services Supervisory Act) of an institution which is not operated in the legal form of the capital company within the meaning of Section 340 (5),
3.
the holder of a credit institution or financial services institution operating in the legal form of the individual businessman within the meaning of Article 340 (4) sentence 1 and
4.
the head of business within the meaning of Section 53 (2) (1) of the Banking Act.
Unofficial table of contents

§ 340n Bußfines

(1) An administrative offence shall be deemed to be a business manager within the meaning of the first sentence of section 1 (2) or section 53 (2) (1) of the Banking Act or as the holder of a credit institution operated in the legal form of the individual businessman. Financial services institution within the meaning of § 340 (4) sentence 1 or as a business manager within the meaning of the first and second sentences of § 1 (8) of the Payment Services Supervisory Law of an institution within the meaning of Section 340 (5) or as a member of the Supervisory Board of any of the referred to above
1.
in connection with the establishment or determination of the annual financial statements or in the preparation of the interim financial statements in accordance with § 340a (3) of a regulation
a)
§ 243 (1) or (2), § § 244, 245, 246 (1) or (2), this in conjunction with Section 340a (2) sentence 3, § 246 (3) sentence 1, § 247 (2) or (3), § § 248, 249 (1) sentence 1 or subsection (2), § 250 (1) or (2), § 264 (1a) or Paragraph 2, Section 340b (4) or (5) or Section 340c (1) on Form or Content,
b)
§ 253 (1) sentence 1, 2, 3 or 4, para. 2 sentence 1, also in conjunction with sentence 2, paragraph 3 sentence 1, 2, 3, 4 or sentence 5, para. 4 or 5, § § 254, 256a, 340e para. 1 sentence 1 or 2, para. 3 sentence 1, 2, 3 or 4 half sentence 2, para. 4 sentence 1 or 2, the § 340f (1) sentence 2 or § 340g (2) on the evaluation,
c)
Article 265 (2), (3) or (4), Section 268 (3) or (6), § § 272, 274 or § 277 (3) sentence 2 on the outline,
d)
§ 284 (1), 2 (1), (2) or (4), (3) or 285 (3), (3a), (7), (9) (a) or (b), 10 to 11b, 13 to 15a, 16 to 26, 28 to 33 or 34, on the information to be provided in the Annex,
2.
in connection with the preparation of the consolidated financial statements or the interim consolidated financial statements in accordance with Section 340i (4) of a regulation
a)
Article 294 (1) on the scope of consolidation,
b)
Article 297 (1a), (2) or (3) or Article 340i (2), first sentence, in conjunction with any of the provisions on form or content referred to in paragraph 1 (a),
c)
§ 300 on the consolidation principles or the completeness of the law of completeness,
d)
the first sentence of § 308 (1) in conjunction with the provisions referred to in point 1 (b), paragraph 308 (2) or section 308a on the valuation,
e)
the first sentence of § 311 (1) in conjunction with Section 312 on the treatment of associated companies, or
f)
§ 308 (1) sentence 3, § 313 or § 314 on the information to be made in the Group attachment,
3.
in the establishment of the management report of a provision in § 289 or section 289a on the content of the management report,
4.
in the preparation of the group management report of a provision in Section 315 (1), (2), (4) or (5), on the content of the Group management report,
5.
in the case of disclosure, publication or reproduction of a provision of section 328 above form or content, or
6.
a regulation adopted pursuant to section 330 (2) in conjunction with the first sentence of the first sentence of paragraph 1, in so far as it refers to this fine for a certain amount of action;
(2) Contrary to the law. (2) Contrary to the law, anyone who has concluded an annual financial statements, an individual financial statements pursuant to Section 325 (2a) or a consolidated financial statements, which is to be examined pursuant to statutory provisions, has issued a notice pursuant to Section 322 (1), although it is not Section 319 (2), (3), (5), 319a (1) sentence 1, (2), § 319b (1), § 319 (4), also in conjunction with Section 319a (1) sentence 2, or § 319a (1) sentence 4, 5, § 319b (1), the accounting firm or pursuant to section 340k (2) or (3) of the The examination board or the examination office for which he or she is acting may not be a statutory auditor. (3) The administrative authority may be punished with a fine of up to fifty thousand euros. (4) In the cases referred to in paragraphs 1 and 2 of Section 36 (1) (1) of the Act on Administrative Offences, the administrative authority shall be the Federal Institute for Administrative Offences. Financial services supervision.

Footnote

(+ + + § 340n: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 340o Setting of order money

Persons who:
1.
as a manager within the meaning of the first sentence of Article 1 (2) of the Banking Act of a credit institution or financial services institution within the meaning of Section 340 (4), first sentence, or as a manager within the meaning of the first sentence of Article 1 (8) and the second sentence of Article 1 (8) of the Banking Act. Payment service supervision law of an institution within the meaning of Section 340 (5) or as the holder of a credit institution or financial services institution operated in the legal form of the individual businessman within the meaning of § 340 (4) sentence 1, the § 340l paragraph 1 sentence 1 in conjunction with § 325 (2) to (5), § § 328, 329 (1) on the obligation to disclose the Annual financial statements, the management report, the consolidated financial statements, the group management report and other accounting documents, or
2.
as managing director of branches within the meaning of Section 53 (1) of the Banking Act § 340l (1) or (2) on the disclosure of the accounting documents
, the Federal Office of Justice shall not be required to comply with this procedure by setting the order fee. § § 335 to 335b are to be applied accordingly.

Second subsection
Supplementary provisions for insurance undertakings and pension funds

First Title
Scope

Unofficial table of contents

Section 341

(1) This sub-section shall, unless otherwise specified, apply to undertakings which are the subject of the operation of insurance transactions and which are not social security institutions (insurance undertakings). This shall not apply to such insurance undertakings which, under the law, collective agreements or articles of association, provide benefits exclusively for their members or persons benefiting from the law or the statutes, or as non-legally-capable persons (2) insurance undertakings within the meaning of the provisions of paragraph 1 (2) of the Regulation 1 are also branches within the scope of this law of Insurance undertakings with registered offices in another State, if they require the German Insurance Supervisory Authority to operate the direct insurance business. Branches of insurance undertakings established in a Member State of the European Union or of another State Party to the Agreement on the European Economic Area, which do not permit the operation of the direct insurance business by the German insurance supervisory authority, the supplementary provisions on the approach and the valuation of assets and liabilities of the first to fourth titles of this sub-section and the Insurance undertaking-accounting regulation in its current version (4) The provisions of the first to seventh titles of this subsection shall be without prejudice to the provisions of paragraph 1 of this Article. Set 2 to apply to pension funds (Section 112 (1) of the Insurance Supervision Act) accordingly. § 341d is to be applied with the proviso that capital investments for the account and risk of employees and employers are to be assessed with the time value, taking into account the principle of caution; § § 341b, 341c are not applicable to this extent.

Second Title
Annual accounts, annual report

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Section 341a Applicable Rules

(1) Insurance undertakings shall have an annual accounts and a management report in accordance with the provisions of the First Subsection of the Second Section in respect of large corporations in the first four months of the financial year for the to draw up and submit to the auditor for the performance of the audit; the period of the third sentence of Article 264 (1) shall not apply. If the insurance company is a capital company in the sense of § 325 (4) sentence 1 and not at the same time in the sense of § 327a, the period after sentence 1 is four months. (2) § 265 (6), § § 267, subsection 4 sentence 1, para. 5 sentence 1 and 2, § § 276, 277 para. 1 and 2, Article 285 (8) (a) and (§ 288) shall not apply. Instead of § 247 (1), § § 251, 265 (7), § § 266, 268 (7), § § 275, 284 (3), 285 (4) and 8 (b) and § 286 (2), the forms and other provisions adopted by means of a decree-law shall apply. Section 246 (2) shall not apply to the extent that different provisions exist. § 264 (3) and (§ 264b) are to be applied with the proviso that the insurance undertaking does not need to apply the provisions of the fourth subsection of the Second Section under the conditions set out above. Article 285 (3a) shall apply on the understanding that the information for such financial obligations arising from the insurance business shall not be made. Section 285 (31) shall not apply; under the items "extraordinary income" and "extraordinary expenses", the income and expenses incurred outside the ordinary course of business shall be shown. In the Annex, these items shall be explained in respect of their amount and nature, in so far as the amounts shown are not of secondary importance for the assessment of the earnings situation. (3) In the case of sickness insurance business exclusively or predominantly in the manner of life assurance, the provisions applicable to the accounts of life assurance undertakings shall apply mutatily. (4) Insurance undertakings, the non-stock companies, limited partnerships on shares, or (5) In the case of insurance undertakings which exclusively carry out reinsurance or whose contributions have been transferred into revelation, the Insurance companies exceed the other contributions, the period referred to in the first sentence of paragraph 1 shall be extended from four months to ten months, provided that the financial year is in accordance with the calendar year; the general meeting or the assembly the supreme representation which receives or disclaims the annual accounts , by way of derogation from Section 175 (1), second sentence, of the German Stock Corporation Act no later than 14 months after the end of the previous financial year. The period of four months referred to in the second sentence of paragraph 1 shall not be extended in the cases of the first sentence.

Footnote

(+ + + § 341a: For application, see Art. 75 (1) HGBEG + + +)

Third Title
Evaluation rules

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Section 341b Evaluation of assets

(1) Insurance undertakings have intangible assets, insofar as they have been acquired, land, equal rights and buildings, including buildings on foreign land, technical installations and machinery, other Equipment, operating and commercial equipment, construction and inventories of equipment in accordance with the rules applicable to the assets. The first sentence shall also apply to investments, subject to the provisions of paragraph 2 and section 341c, in so far as it relates to holdings, shares in affiliated undertakings, lending to affiliated undertakings or to undertakings with which an equity ratio is , name-and-debt securities, mortgage loans and other claims and rights, other loans and deposit receivings from the insurance business acquired in the rediscovery of the insurance business. Section 253 (3) sentence 6 shall apply only to the assets referred to in the second sentence. (2) On investments, in so far as it relates to shares, including its own shares, shares or shares in investment assets, as well as other capital investments. fixed-income and non-fixed-income securities, the provisions of section 253 (1) (1), (4) and (5), § 256, which apply to the current assets, shall apply, unless they are intended to serve the business operations in a continuous manner; in this They must be assessed in accordance with the rules applicable to the assets ' assets. (3) § 256 sentence 2 in Connection with Section 240 (3) of the valuation on the fixed value is not applicable to land, buildings and facilities under construction. (4) Contracts provided by pension funds for life assurance undertakings to cover obligations Beneficiaries shall be assessed with the time value taking into account the principle of prudence; paragraphs 1 to 3 shall not be applied to the extent that they are applicable.

Footnote

(+ + + § 341b: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 341c Name bonds, mortgage loans and other claims

(1) By way of derogation from Section 253 (1) sentence 1, name bonds may be set at their nominal value. (2) If the nominal amount is higher than the cost of purchase, the difference in the balance sheet shall be on the liabilities side. , to be recorded as planned and to be specified separately in the balance sheet or in the notes to the balance sheet. Where the nominal value is lower than the cost of acquisition, the difference in the balance of the accounts may be recorded on the assets side; it shall be disregarded as planned and in its balance sheet or separately in the notes to the balance sheet. (3) In the case of mortgage loans and other claims, the cost of acquisition plus or less the accumulated amortisation of a difference between the acquisition cost and the repayment amount shall be allowed under the application of the The effective interest rate method is applied. Unofficial table of contents

Section 341d Investment stock of life insurance linked to the funds

Capital investments for the account and risk of life insurance holders for which a investment stock is to be formed in accordance with Section 54b of the Insurance Supervision Act shall be assessed with the time value, taking into account the principle of prudence; the § § 341b, 341c are not applicable.

Fourth Title
Technical provisions

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Section 341e General accounting principles

(1) Insurance undertakings shall also be subject to technical provisions in so far as it is necessary to do so on a reasonable commercial basis in order to ensure that the obligations arising out of the insurance contracts are fully fulfilled. to ensure. The prudential rules adopted in the interest of the insured shall be those relating to the accounting principles to be used in the calculation of provisions, including the amount of the invoice to be used and the allocation of the accounts. to take account of certain capital gains in respect of provisions. The provisions shall be assessed on the basis of the value ratios at the closing date and shall not be paid off in accordance with section 253 (2). (2) Insurance provisions shall be in particular to be formed in the cases of § § 341f to 341h
1.
for the part of the contributions, the yield for a certain period after the closing date (contribution surcharges);
2.
for performance-related and non-performanty contribution refunds, to the extent that the exclusive use of the provision for this purpose is secured by law, statutes, business plan declaration or contractual agreement (provision -contribution refund);
3.
for losses to be expected from contracts concluded by the end of the financial year after the closing date (provision for imminent losses arising from the insurance business).
(3) Where an assessment pursuant to section 252 (1) (3) or § 240 (4) is not possible or the associated expense would be disproportionate, the provisions may be estimated by approximation procedures if it is to be assumed that these are to be considered as Have nearly the same results as individual calculations. Unofficial table of contents

Section 341f Cover provision

(1) Cover provisions are for the obligations arising out of the life insurance and the insurance business operated in the manner of life assurance, in the amount of their actuarial calculated value, including already allocated To form surplus shares with the exception of interest-bearing surplus shares and after deduction of actuarial value of the future contributions (prospective method). Where it is not possible to determine the value of future commitments and future contributions, the calculation shall be based on the revenue and expenditure incurred in the previous financial years (retrospective method). (2) Formation of the cover provision shall also be taken into account in respect of interest rate commitments made in relation to the insured, provided that the current or expected returns on the assets of the undertaking to cover those commitments are not be sufficient. (3) In the sickness insurance scheme, which is based on the type of Life insurance is to constitute an ageing reserve as a cover provision; this includes the provision of amounts already supplied from the reserve for reimbursement of contributions as well as attributions which are subject to the structure of the scheme. of an accolation of a reduction in the amount of a contribution in old age. The calculation shall take account of the prudential rules applicable to the calculation of premiums. Unofficial table of contents

Section 341g provision for insurance cases which have not yet been uncovered

(1) provisions for insurance cases which have not yet been completed shall be laid down in respect of the obligations arising from insurance cases which have occurred until the end of the financial year but have not yet been unwound. In this case, the total claims for compensation shall be taken into account. (2) The provision shall be assessed in a flat-rate way for insurance cases which have not yet been reported until the closing date but which have not yet been reported. In this connection, the experience gained with regard to the number of insurance cases reported after the closing date and the amount of related expenses must be taken into account. (3) In the case of sickness insurance undertakings, the provision of on the basis of a statistical approximation process. In the first months of the financial year following the closing date of the financial year, payments for the insurance cases which have occurred up to the closing date shall be assumed. (4) In the case of compendaties, the provision must be made in accordance with the provisions of the following financial year. as a proportion of at least that which the leading insurer has to form in accordance with the rules or exercise in the country from which it operates. (5) If the insurance benefits are due to a final judgment, a comparison or a To provide recognition in the form of a pension, the amounts of the repayment must be made in accordance with recognised actuarial methods. Unofficial table of contents

Section 341h Fluctuation Reserve and similar provisions

(1) fluctuation reserves shall be used to compensate for fluctuations in the course of the damage of future years, if in particular:
1.
according to the experience in the insurance sector in question, significant fluctuations in the annual expenses for insurance cases are to be expected,
2.
the fluctuations are not in each case offset by contributions; and
3.
the fluctuations are not covered by reinsurance.
(2) For risks of the same kind in which compensation for performance and consideration for the high risk of damage in individual cases according to actuarial principles is not in the financial year, but only in one on the closing date , a provision should be made for a provision to be made and, in the balance sheet, to be identified as a "similar provision" under the fluctuation reserves.

Fifth Title
Consolidated financial statements, group management report

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Section 341i Establiection, time limits

(1) Insurance undertakings, even if they are not in the legal form of a capital company, have, irrespective of their size, a consolidated financial statements and a group management report. Whereas additional requirements under the legal form of legislation remain unaffected. (2) For the purposes of this Title, insurance undertakings shall also apply to parent undertakings whose sole or principal purpose is to: to acquire holdings in subsidiaries, to manage these holdings and to make them profitable, provided that these subsidiaries are exclusively or mainly insurance undertakings. (3) The legal representatives of a parent company differ from the consolidated financial statements and the group management report by Section 290 (1) within two months of the end of the period of delivery for the last completed and included in the consolidated financial statements, but at the latest within twelve months after the closing date of the consolidated financial statements, for to draw up the past group financial year and to submit to the auditor of the consolidated financial statements; if the parent company is a capital company within the meaning of § 325 (4) sentence 1 and not at the same time in the sense of § 327a, the parent company shall replace the The deadline for a maximum period of 12 months is a period of not more than four months. Section 299 (2) sentence 2 is to be applied with the proviso that the closing date of the annual financial statements of a company may not exceed six months before the closing date of the consolidated financial statements. (4) The consolidated financial statements and the group management report are by way of derogation from § 175 (1), first sentence, of the German Stock Corporation Act no later than the next general meeting to be convened after the termination period for the consolidated financial statements and the group management report, which accepts an annual financial statements of the parent company or to identify it. Unofficial table of contents

Section 341j Rules applicable

(1) The consolidated financial statements and the group management report are subject to the provisions of the second subsection of the second section on the consolidated financial statements and the group management report, and, in so far as the nature of the consolidated financial statements does not differ. , to apply in accordance with Articles 341a to 341h of the annual accounts and the rules applicable to the legal form and branch of the undertakings included in the consolidated financial statements within the scope of this Act, as far as they apply to large corporations. § § 293, 298 (1) and Article 314 (1) (3) and (23) shall not apply. Section 314 (1) (2a) shall apply on the understanding that the information for such financial obligations arising from the insurance business shall not be made. In the cases of § 315a (1), by way of derogation from sentence 1, only sections 290 to 292, 315a apply; the sentences 2 and 3 of this paragraph and paragraph 2, section 341i (3) sentence 2 as well as the provisions of the insurance company-accounting regulation of the 8 November 1994 (BGBl. 3378) and the Pension Fund-Accounting Regulation of 25 February 2003 (BGBl. (2) § 304 (1) does not need to be applied if the supplies or services have been carried out at the usual market conditions and if the legal claims of the (3) § 170 (1) and (3) of the German Stock Corporation Act shall apply accordingly to insurance undertakings which are not stock companies, limited partnerships on shares or smaller clubs.

Footnote

(+ + + § 341j: For application see Art. 75 (1) HGBEG + + +)

Sixth Title
Audit

Unofficial table of contents

§ 341k

(1) Insurance undertakings shall, irrespective of their size, have their annual accounts and management report, as well as their consolidated financial statements and group management report, examined in accordance with the provisions of the third subsection of the second section. § 319 (1) sentence 2 shall not apply. If no examination has taken place, the annual accounts cannot be determined. (2) Section 318 (1) sentence 1 shall apply with the proviso that the auditor of the annual financial statements and the consolidated financial statements shall be determined by the Supervisory Board. (3) In the cases of Section 321 (1) sentence 3, the auditor shall inform the supervisory authority without delay. (4) Insurance undertakings, even if they are not in the legal form of a capital company. , § 324 shall apply if they are capital-market-oriented in the sense of § 264d and do not have a supervisory board or a board of directors which must comply with the requirements of Section 100 (5) of the German Stock Corporation Act (AktG). This applies only to national public-law insurance companies, unless otherwise provided for by the national law.

Seventh Title
Disclosure

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§ 341l

(1) Insurance undertakings shall disclose the annual accounts and the management report as well as the consolidated financial statements and the group management report and the other documents referred to in § 325 according to § 325 (2) to (5), § § 328, 329 (1) and (4). Section 325 (1) of the insurance companies referred to in § 341a (5) shall apply with the proviso that the time limit for filing the documents to the operator of the Federal Gazette shall be 15 months, in the case of § 325 (4) sentence 1, four months; § 327a is to be applied. (2) By way of derogation from § 325 (3), the legal representatives of a parent company shall immediately after the general meeting or the corresponding assembly of the supreme representation, which of the consolidated financial statements and of the The Group management report shall be submitted, but no later than before the end of the meeting The following month, the consolidated financial statements shall be submitted electronically with the confirmation note or note on its failure and the group management report, with the exception of the listing of the share ownership, with the operator of the Federal Gazette. (3) Insofar as The first sentence of the first sentence of Article 325 (2) of the third and fifth sentences of paragraph 2 of this Article shall be subject to the following measures and supplementary provisions:
1.
The provisions of the first subsection of the second section of the third book referred to in Article 325 (2a), third sentence, shall also apply to insurance undertakings which do not operate in the legal form of a capital company.
2.
In place of § 285 No. 8 (b), the provision of section 51 (5) in conjunction with the model 2 of the insurance company's accounting regulation of 8 November 1994 (BGBl. 3378), as amended.
3.
Section 341a (4) is to be applied, insofar as it refers to the provisions of Sections 170, 171 and 175 of the German Stock Corporation Act on the individual financial statements pursuant to Section 325 (2a) of this Act.
4.
Moreover, the provisions of the second to fourth titles of this subsection and of the insurance undertaking accounting regulation shall not apply.

Eighth title
Rules on penalties and fines, administrative funds

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Section 341m Penal provisions

The criminal provisions of § § 331 to 333 shall also apply to insurance undertakings and pension funds not operated in the legal form of a capital company. § 331 is also to be applied to the breach of duties by the principal agent (Section 106 (3) of the Insurance Supervision Act). Unofficial table of contents

Section 341n Bußfines

(1) An administrative offence acts as a member of the representative body or of the supervisory board of an insurance company or of a pension fund or as a principal agent (Section 106 (3) of the Insurance Supervision Act)
1.
in drawing up or establishing the annual accounts of a provision
a)
§ 243 (1) or (2), § § 244, 245, 246 (1) or (2), this in conjunction with Section 341a (2) sentence 3, § 246 (3) sentence 1, § 247 (3), § § 248, 249 (1) sentence 1 or paragraph 2, § 250 (1) or (2), § 264 (1a) or (2) 2, § 341e para. 1 or 2 or § § 341f, 341g or 341h on form or content,
b)
§ 253 (1) sentence 1, 2, 3 or sentence 4, subsection 2, sentence 1, also in conjunction with sentence 2, paragraph 3, sentence 1, 2, 3, 4 or sentence 5, para. 4, 5, § § 254, 256a, 341b para. 1 sentence 1 or § 341d on the valuation,
c)
Article 265 (2), (3) or (4), Section 268 (3) or (6), § § 272, 274 or § 277 (3) sentence 2 on the outline,
d)
§ § 284, 285 No. 1, 2 or 3, also in conjunction with § 341a (2) sentence 5, or section 285 (3a), 7, 9 to 14a, 15a, 16 to 33 or point 34 on the particulars to be provided in the Annex,
2.
in the preparation of the consolidated financial statements of a provision
a)
Article 294 (1) on the scope of consolidation,
b)
Article 297 (1a), (2) or (3) or section 341j (1), first sentence, in conjunction with any of the provisions on form or content referred to in paragraph 1 (a),
c)
§ 300 on the consolidation principles or the completeness of the law of completeness,
d)
the first sentence of § 308 (1) in conjunction with the provisions referred to in point 1 (b), paragraph 308 (2) or section 308a on the valuation,
e)
the first sentence of § 311 (1) in conjunction with Section 312 on the treatment of associated companies, or
f)
§ 308 (1) sentence 3, § 313 or § 314 in conjunction with § 341j (1) sentence 2 or 3 on the statements to be made in the Group's attachment,
3.
in the establishment of the management report of a provision in § 289 or section 289a on the content of the management report,
4.
in the preparation of the group management report of a provision in Section 315 (1), (2), (4) or (5), on the content of the Group management report,
5.
in the case of disclosure, publication or reproduction of a provision of section 328 above form or content, or
6.
a regulation adopted pursuant to section 330 (3) and (4) in conjunction with the first sentence of the first sentence of paragraph 1, in so far as it refers to this fine for a certain amount of action;
(2) Contrary to the law. (2) Contrary to the law, anyone who has concluded an annual financial statements, an individual financial statements pursuant to Section 325 (2a) or a consolidated financial statements, which is to be examined pursuant to statutory provisions, has issued a notice pursuant to Section 322 (1), although it is not § 319 (2), (3), (5), § 319a (1) sentence 1, (2), § 319b (1) or (4), also in conjunction with Section 319a (1) sentence 2, or § 319a (1) sentence 4, 5, § 319b (1), the accounting firm for which it is active, not (3) The administrative offence can be punished with a fine of up to fifty thousand euros. (4) Administrative authority within the meaning of Section 36 (1) (1) of the Code of Administrative Offences shall be the Bundesanstalt für Finanzdienstleistungsaufsicht (Bundesanstalt für Finanzdienstleistungsaufsicht) for insurance undertakings under its supervision in the cases referred to in paragraphs 1 and 2 above. and pension funds. Where an insurance undertaking and pension fund is subject to the supervision of a national authority, it shall be responsible.

Footnote

(+ + + § 341n: For application see Art. 75 (1) HGBEG + + +) Unofficial table of contents

§ 341o Setting of order money

Persons who:
1.
as members of the authorized body of an insurance undertaking or of a pension fund § 341l in conjunction with § 325 on the obligation to disclose the annual financial statements, the management report, the consolidated financial statements, the Group management report and other accounting documents, or
2.
as the principal authorized representative (Section 106 (3) of the Insurance Supervision Act) § 341l (1) on the disclosure of the accounting documents
, the Federal Office of Justice shall not be required to comply with this procedure by setting the order fee. § § 335 to 335b are to be applied accordingly. Unofficial table of contents

Section 341p Application of criminal and fine fines and the rules on the monetary system to pension funds

The penal provisions of § 341m, the fine provisions of § 341n as well as the ordinance of § 341o apply also to pension funds in the sense of § 341 para. 4 sentence 1.

Third Subsection
Supplementary provisions for certain undertakings in the extractive sector

Footnote

(+ + + Third Usect.: For the first application, see: Art. 75 (3) + + +)

First Title
Scope; definitions

Footnote

(+ + + Third Usect.: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341q Scope

This subsection shall apply to capital companies located in the home country who are active in the extractive industries or who carry out logging in primary forests if they comply with the provisions of the third book for large Capital companies are to be applied in the second section. The first sentence shall apply to persons trading companies within the meaning of Section 264a (1).

Footnote

(+ + + § 341q: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341r Definitions

For the purposes of this subsection,
1.
Activities in the extractive industries: activities in the field of exploration, prospecting, discovery, development and extraction of minerals, petroleum, natural gas or other substances in the economic activities listed in Annex I Section B, Division 05 to 08 of Regulation (EC) No 1893/2006 of the European Parliament and of the Council of 20 December 2006 establishing the statistical classification of economic activities NACE Revision 2 and amending Regulation (EEC) No 1893/2006 of the European Parliament and of the Council of 20 December 2006 on the statistical classification of economic activities NACE Revision 2 Council Regulation (EEC) No 3037/90 and certain EC Regulations on certain areas of Statistics (OJ OJ L 393, 30.12.2006, p.1);
2.
Capital companies operating logging in primary forests: capital companies operating on the areas listed in Annex I, Section A, Section 02, Group 02.2 of Regulation (EC) No 1893/2006, in naturally regenerated forests, native species in which there are no clearly visible signs of human intervention and the ecological processes are not significantly disturbed;
3.
Payments: amounts paid as cash or in kind in connection with activities in the extractive industries or the operation of the logging in primary forests, if they are based on one of the reasons set out below:
a)
Production payment entitlements,
b)
taxes levied on the income, production or profits of capital companies, with the exception of excise duties, turnover taxes, value-added tax and wage taxes of employees employed in capital companies; and comparable taxes,
c)
usage fees,
d)
Dividends and other profit distributions from company shares,
e)
Signatory, discovery and production bonuses,
f)
licence, rental and access fees as well as any other consideration for licences or concessions, and
g)
payments for the improvement of infrastructure;
4.
Public authorities: national, regional or local authorities of a Member State of the European Union, another State Party to the Agreement on the European Economic Area or a third country, including that of a public authority controlled departments or agencies and undertakings to which one of these authorities, within the meaning of Section 290, can exercise a dominant influence;
5.
Projects: the summary of operational activities, which form the basis for payment obligations towards a public authority and which are based on:
a)
a contract, a licence, a lease, a concession, or a similar legal arrangement; or
b)
a set of contracts, licences, leases or concessions, or any related agreements, which are operationally and geographically connected, with a State body which provides for essentially similar conditions;
6.
Payment reports: reports on payments made by limited companies to public authorities in connection with their activities in the extractive industries or with the operation of logging in primary forests;
7.
Group payment reports: payment reports of parent companies on payments of all incorporated undertakings to public authorities at consolidated level, in connection with their activities in the extractive industries or with the holding of the logging in primary forests;
8.
Reporting period: the financial year of the capital company or the parent company that has to produce the payment report or the group payment report.

Footnote

(+ + + § 341r: For the first application, see Art. 75 (3) + + +)

Second Title
Payment Report, Group Payment Report and Disclosure

Footnote

(+ + + Third Usect.: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341s obligation to draw up the payment report; exemptions

(1) Capital companies within the meaning of § 341q shall draw up a payment report each year. (2) If the capital company is located in a Member State of the European Union or another Member State of the European Union or any other company, the capital company shall be Member State of the Agreement on the European Economic Area drawn up Group payment report shall not be required to produce a payment report. In this case, the capital company shall indicate in the notes to the annual accounts of the company in which it is included in the group payment report and where it is available. (3) If the capital company has a report in accordance with the The legislation of a third country, the reporting obligations of which the European Commission has assessed as equivalent in the procedure laid down in Article 47 of Directive 2013 /34/EU, and shall disclose this report in accordance with § 341w, shall require the Payment report not to be created. The disclosure of this report shall be subject to the provisions of Section 325a, paragraph 1, sentence 3.

Footnote

(+ + + § 341s: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341t Content of the payment report

(1) In the payment report, the capital company shall indicate which payments it shall make during the reporting period to public authorities in connection with its operations in the extractive industries or with the operation of the logging in Primary forests have done so. Other payments may not be included in the payment report. If, in a reporting period, a capital company committed to the preparation of a payment report has not made any payments subject to reporting to a government body, it shall disclose in the payment report for the period under review only, that a business activity was carried out in the extractive industries or that logging was carried out in primary forests without payment being made. (2) The capital company must report only to the public authorities to which it is responsible. Payments directly provided, even if a state (3) If a public authority is a shareholder or shareholder of the capital company, it is only necessary to take into account the number of dividends or profit shares which have been paid. if it
1.
have not been paid under the same conditions as those of other members or shareholders with comparable shares or shares of the same class; or
2.
instead of production rights or usage charges.
(4) The capital company does not need to take payments into account in the payment report, irrespective of whether it is a one-off payment or a series of related payments, if it is EUR 100 000 in the reporting period. below. In the case of an existing agreement on regular payments, the total amount of associated regular payments or rates shall be considered during the reporting period. A government body to which a total of less than EUR 100 000 has been paid in the period under review does not need to be taken into account in the payment report. (5) If payments are made as benefits in kind, they will be valued and paid in cash. where appropriate, to its extent. The payment report shall indicate, where appropriate, how the value has been set. (6) The indication of payments shall refer to the content of the payment or activity in question and not to the form of the payment. Payments and activities may not be artificially split up or combined with the aim of circumventing the application of this subsection.

Footnote

(+ + + § 341t: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341u Outline of the payment report

(1) The payment report shall be broken down into Member States. For each State, the capital company shall designate the public authorities to which it has made payments within the reporting period. The designation of the state body must make it possible to have a clear assignment. For this purpose, it is generally sufficient to use the official name of the state body and to indicate in addition where the place and region of the state is located. The capital company does not need to restructure the payments according to which raw materials they refer to. (2) To each public authority the capital company has the following information to be made:
1.
the total amount of all payments made to that State; and
2.
the total amounts are separated in accordance with the terms of the payment specified in section 341r (3) (a) to (g); to name the reasons for payment, it is sufficient to specify the letter in accordance with section 341r (3).
(3) When payments have been made to a public authority for more than one project, the following information shall be provided in addition to each project:
1.
a unique designation of the project,
2.
the total amount of all payments made to this State body in relation to the project; and
3.
the total amounts shall be separated in accordance with the payment reasons referred to in section 341r (3) (a) to (g), which have been made to the public authority in respect of the project; the indication of the reasons for payment shall be sufficient to indicate the reasons for payment pursuant to section 341r (3) relevant letter.
(4) The information referred to in paragraph 3 shall not be required for payments made to meet obligations imposed on the capital company without allocation to a particular project.

Footnote

(+ + + § 341u: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

§ 341v Group Payment Report; Liberation

(1) Capital companies within the meaning of § 341q, which are parent companies (§ 290), have to draw up a group payment report annually. Parent companies are also active in the extractive industries, or are engaged in logging in primary forests if these conditions are met only by one of their subsidiaries. (2) A parent company is not responsible for the production of a Group payment report, if at the same time it is a subsidiary of another parent company established in a Member State of the European Union or in another Contracting State of the Agreement on the European Economic Area (3) The group payment report shall be the parent undertaking and to include all subsidiaries irrespective of their place of business; the rules applied to the consolidated financial statements shall be applied accordingly, unless otherwise specified in the following paragraphs. (4) Enterprises not in the the extractive industries are active and do not operate any logging in primary forests, shall not be included in paragraph 3. A company does not need to be included in the group payment report if it
1.
was not included in the consolidated financial statements in accordance with Section 296 (1) (1) or (3),
2.
in accordance with Section 296 (1) (2), the consolidated financial statements shall not be included in the consolidated financial statements and the information required for the preparation of the Group payment report shall also be obtained only with disproportionate costs or undue delays.
(5) § § 341s to 341u shall be applied to the Group payment report accordingly. The consolidated financial statements shall provide consolidated information on all payments to public authorities in respect of their activities in the extractive industries or with the logging in of the relevant undertakings in the Primary forests have been provided. The parent company does not need to break down the payments according to which raw materials they refer to.

Footnote

(+ + + § 341v: For the first application, see Art. 75 (3) + + +) Unofficial table of contents

§ 341w Disclosure

(1) The legal representatives of corporations shall submit the payment report electronically to the operator of the Federal Gazette at the latest one year after the closing date at the end of the closing date and shall immediately after (2) Paragraph 1 shall apply mutatily to the legal representatives of parent companies who have to draw up a group payment report. (3) § 325 (1) sentence 2 and paragraph 6, as well as the § § 328 and 329 Paragraphs 1, 3 and 4 shall apply accordingly.

Footnote

(+ + + § 341w: For the first application, see Art. 75 (3) + + +)

Third Title
Fines, fines and penalties

Footnote

(+ + + Third Usect.: For the first application, see: Art. 75 (3) + + +) Unofficial table of contents

Section 341x Bußmonetary

(1) An administrative offence acts as a member of the representative body or the supervisory board of a capital company.
1.
in the preparation of a payment report of a provision in § 341t (1), (2), (3), (5) or (6) or (6), (1), (2) or (3) concerning the content or the breakdown of the payment report, or
2.
in connection with the preparation of a group payment report of a provision of section 341v (4) sentence 1 in conjunction with § 341t (1), (2), (3), (5) or (6) or with § 341u (1), (2) or (3) on the content or outline of the Group's payment report shall be contrary.
(2) The administrative offence can be punished with a fine of up to fifty thousand euros. (3) The administrative authority within the meaning of Section 36 (1) (1) of the Code of Administrative Offences shall be the Federal Office of Justice in the cases referred to in paragraph 1. (4) The The provisions of paragraphs 1 to 3 shall also apply to the members of the legal representative bodies of persons trading companies within the meaning of § 341q sentence 2.

Footnote

(+ + + § 341x: For the first application, see Art. 75 (3) + + +) Unofficial table of contents

Section 341y Order of law

(1) Against the members of the authorized body of a capital company within the meaning of § 341q or a parent company within the meaning of § 341v, § 341w with regard to the obligation to disclose the payment report or In accordance with § § 335 to 335b, the Federal Office of Justice has to carry out a monetary policy procedure in accordance with § § 335 to 335b. The proceedings may also be directed against the capital company. (2) The Federal Office of Justice may request a capital company to make a statement as to whether it is active in the extractive industries within the meaning of § 341q or whether it is responsible for logging in to the capital. primary forests, and set a reasonable time limit. The request shall be justified. If the capital company makes no statement within the time limit, it is presumed that the company falls within the scope of section 341q for the initiation of the proceedings in accordance with paragraph 1. The sentences 1 to 3 shall be applied accordingly if the Federal Office of Justice has reason to believe that a capital company is a parent company within the meaning of Section 341v (1). (3) The above paragraphs shall apply mutatily to Persons trading companies within the meaning of § 341q sentence 2.

Footnote

(+ + + § 341y: For the first application, see: Art. 75 (3) + + +)

Fifth Section
Private Accounting Board. Accounting Board

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Section 342 Privates Accounting Body

(1) The Federal Ministry of Justice and Consumer Protection may recognise a body organised by private law by contract and delegate the following tasks to it:
1.
the development of recommendations on the application of the principles on group accounting,
2.
Advice to the Federal Ministry of Justice and Consumer Protection in the case of legislative projects on accounting rules,
3.
Representation of the Federal Republic of Germany in international standardization bodies and
4.
Elaboration of interpretations of the international accounting standards in the sense of § 315a (1).
However, only such a body may be recognised which, by virtue of its statutes, ensures that the recommendations and interpretations are developed and adopted independently and exclusively by accounting officers in a procedure which: that involves the public interested in the subject. To the extent that companies or organizations of accounting officers are members of such a body, the rights of membership may be exercised only by accounting officers. (2) The observance of the principles relating to the group accounting Regular accounting is presumed to the extent that the Federal Ministry of Justice and Consumer Protection have complied with the recommendations of a body recognised in accordance with the first sentence of paragraph 1. Unofficial table of contents

Section 342a Accounting Advisory Council

(1) The Federal Ministry of Justice and Consumer Protection shall, subject to paragraph 9, set up an accounting advisory board with the tasks set out in § 342 (1) sentence 1. (2) The accounting advisory board shall be composed of
1.
a representative of the Federal Ministry of Justice and Consumer Protection as a presiding judge, as well as a representative of the Federal Ministry of Finance and the Federal Ministry of Economic Affairs and Energy,
2.
four representatives of companies,
3.
four representatives of the accounting professions,
4.
two representatives of the universities.
(3) The members of the Accounting Advisory Board shall be appointed by the Federal Ministry of Justice and Consumer Protection. The members of the accounting advisory board are to be appointed only as members of the accounts. (4) The members of the accounting advisory board are independent and not bound by instructions. (5) The Federal Ministry of Justice and Consumer Protection may adopt a point of order for the Advisory Council. (6) The Advisory Board may use specialised committees and working groups for certain subject areas. (7) The The Advisory Board, its specialised committees and working groups shall be eligible for a quorum if at least two-thirds of the members are present. In the case of votes, the majority of votes decides, in the event of a tie, the vote of the chairman. (8) For the recommendations of the Accounting Advisory Board, Section 342 (2) shall apply. (9) The formation of an Accounting Advisory Board in accordance with paragraph 1 , insofar as the Federal Ministry of Justice and Consumer Protection acknowledges an institution pursuant to section 342 (1).

Sixth Section
Audit Unit for Accounting

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Section 342b Financial Reporting Examination

(1) The Federal Ministry of Justice and Consumer Protection, in agreement with the Federal Ministry of Finance, may recognise a private-law body for the examination of violations of accounting rules by contract (test centre) and carry out the tasks set out in the following paragraphs. Only such a body may be recognised which, by virtue of its statutes, its composition of staff and the rules of procedure submitted by it, shall ensure that the audit is independent, factual, confidential and subject to compliance with the rules of the of a defined process sequence. Amendments to the Articles of Association and the Rules of Procedure are to be approved by the Federal Ministry of Justice and Consumer Protection in agreement with the Federal Ministry of Finance. The inspection body may use other persons in carrying out their duties. The Federal Ministry of Justice and Consumer Protection is aware of the recognition of a test body and an end to the recognition in the official part of the Federal Gazette. (2) The audit office checks whether the final annual financial statements and the related management report or the last approved consolidated financial statements and the related group management report, as well as the last published abbreviated financial statements and the related interim management report of a company within the meaning of sentence 2 Statutory provisions, including the principles of regular Accounting standards or other accounting standards approved by law. The financial statements and reports of companies whose securities are admitted to trading on a domestic exchange in the regulated market within the meaning of Article 2 (1) of the German Securities Trading Act (Securities Trading Act) are examined. The inspection body shall verify that:
1.
insofar as there is concrete evidence of a breach of accounting rules,
2.
at the request of the Bundesanstalt für Finanzdienstleistungsaufsicht or
3.
without special occasion (sample-like test).
In the case of the third sentence of sentence 3, the examination shall not apply where there is obviously no public interest in the examination; the third sentence of the third sentence shall not apply to the examination of the abbreviated conclusion and the related interim report. The sample-type test shall be carried out in accordance with the principles laid down by the Examination Office in agreement with the Federal Ministry of Justice and Consumer Protection and the Federal Ministry of Finance. The Federal Ministry of Finance may delegate the authorisation to grant its agreement to the Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht). (3) An audit of the annual financial statements and the associated management report by the Examination Office shall not take place as long as a claim for invalidity is pending in accordance with Section 256 (7) of the German Stock Corporation Act. If a special examiner has been appointed in accordance with Section 142 (1) or (2) or Section 258 (1) of the German Stock Corporation Act, an examination shall likewise not take place, insofar as the subject matter of the special examination, the examination report or a court decision on the final findings of the special examiners in accordance with Section 260 of the German Stock Corporation Act. (4) If the company participates in an audit by the audit office, the legal representatives of the company and the other persons who are the , the legal representatives are required to participate, commit, correct and provide complete information and provide correct and complete documentation. The information and the submission of documents may be refused in so far as these persons, or any of the members of the criminal proceedings referred to in Article 52 (1) of the Code of Criminal Procedure, are liable to prosecution or to a procedure after the Law on Administrative Offences would suspend. The liable person shall be informed of his/her right to refuse. (5) The Examination Office shall inform the company of the result of the examination. If the examination reveals that the accounts are defective, it shall give reasons for their decision and give the undertaking the opportunity to submit comments on whether it agrees with the outcome of the audit. (6) The German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) reports on
1.
the intention to initiate an audit,
2.
the refusal of the undertaking concerned to participate in an audit;
3.
the result of the examination and, where appropriate, whether the undertaking has agreed to the outcome of the examination.
An appeal against this is not permitted. (7) The examination office and its employees are obliged to carry out a conscientious and impartial examination; they shall be liable for damages caused by the audit activity only in the case of substitutes. (8) The inspection body shows Facts justifying the suspicion of an offence relating to the accounting of a company, the competent authority responsible for the prosecution. The auditor shall transmit facts which indicate the existence of an infringement of professional duties by the auditor, and shall transmit it to the Chamber of Auditors.

Footnote

(+ + + § 342b para. 2 sentence 1: For the first application, see HGBEG Art. 62 + + +) Unofficial table of contents

Section 342c Obligation to comply with the obligation of confidentiality

(1) The persons employed by the audit office shall be obliged to maintain secrecy over the business and business secrets of the company and the findings of the company which have become known in the course of their audit work. This does not apply in the case of legally justified notification obligations. The persons employed by the test office shall not use any unauthorised disclosure of business and business secrets which they have experienced in their activities. Any person who intentionally or negligently violates these obligations shall be obliged to compensate the audited entity and, if a related undertaking has been damaged, to compensate for the damage resulting therefrom. Several persons are held liable as total debtors. (2) The replacement obligation of persons who have acted negligently is limited for an examination and the related breaches of duty on the amount referred to in section 323 (2) sentence 2. This shall also apply where a number of persons have been involved in the examination or if several acts have been committed to replace them, and irrespective of whether other parties have acted intentionally. If, in the case of the first sentence, a number of undertakings have been damaged by an act which is binding in respect of compensation, the total replacement obligation shall be limited to two times the maximum limit of the first sentence. If, in this case, a number of compensation to be paid under the fourth sentence of paragraph 1 is greater than twice the maximum limit of the first sentence, the individual compensation shall be reduced in proportion to the total amount to twice the maximum limit. (3) § § 93 and 97 of the Tax Code shall not apply to the persons referred to in the first sentence of paragraph 1, insofar as they are active in the implementation of Section 342b. They shall apply to the extent that the financial authorities require the knowledge required to carry out a procedure on the basis of a tax offence and of a related taxation procedure, in the pursuit of which a compelling public There is an interest, and not facts, which have been communicated by a foreign body entrusted with the examination of accounting violations. Unofficial table of contents

Section 342d Financing of the Examination Office

The audit body shall draw up an economic plan for the following year in agreement with the Bundesanstalt für Finanzdienstleistungsaufsicht (Bundesanstalt für Finanzdienstleistungsaufsicht) on the resources required to finance the performance of its tasks. The economic plan is to be submitted for approval to the Federal Ministry of Justice and Consumer Protection and the Federal Ministry of Finance for approval. The Bundesanstalt für Finanzdienstleistungsaufsicht (Bundesanstalt für Finanzdienstleistungsaufsicht) shoots the examination office of the costs which are likely to be incurred in accordance with § 17d (1) sentence 3 of the Financial Services Supervision Act (Financial Services Supervisory Act) Transfer prepayment, taking into account any shortfalls and amounts not received according to the ratio of economic plan to the relevant part of the budget plan of the Bundesanstalt für Finanzdienstleistungsaufsicht (Federal Financial Supervisory Authority). After the end of the financial year, the audit body shall draw up its annual accounts. The discharge is given by the competent body of the audit office with the agreement of the Federal Ministry of Justice and Consumer Protection and the Federal Ministry of Finance. Unofficial table of contents

Section 342e Penal provisions

(1) An administrative offence is the person who intentionally or negligently fails to provide information to the Examination Office in breach of § 342b (4) sentence 1, or who does not give a document correctly or does not submit a document correctly or not in its entirety. (2) The In the sense of Section 36 (1) (1) of the Code of Administrative Offences, the Federal Agency for Administrative Offences (Bundesanstalt für Bundesanstalt für Administrative Offences) is responsible for administrative offences in accordance with the provisions of Section 36 (1) (1) of the Act on Administrative Offences. Financial services supervision.

Fourth book
Trade

First section
General provisions

Unofficial table of contents

§ 343

(1) Trade transactions are all transactions of a merchant who are part of the business of his commercial business. (2) (omitted) Unofficial table of contents

§ 344

(1) The legal transactions carried out by a merchant are in doubt as belonging to the operation of his commercial business. (2) The school notes drawn by a trader shall be deemed to have been drawn up in the course of the operation of his commercial business, unless he/she does not have the right to do so. Certificate is the opposite. Unofficial table of contents

Section 345

In the case of a transaction which is a commercial transaction for one of the two parts, the rules on trade transactions shall apply equally to both parts, unless the provisions of those provisions give another. Unofficial table of contents

§ 346

Mindful of the importance and effect of acts and omissions on the habits and customs which are in force in the trade, is to be taken into account in the case of merchants. Unofficial table of contents

§ 347

(1) Anyone who is responsible for the diligence of a prudent businessman from a store which is a trading business on his or her side shall be responsible for the diligence of a prudent businessman. (2) The provisions of the Civil Code shall remain unaffected, according to which the debtor has in certain cases to represent only gross negligence or to have to stand for the diligence which he/she is responsible for in his own affairs. Unofficial table of contents

§ 348

A contractual penalty, which is promised by a merchant in the operation of his commercial business, cannot be reduced on the basis of the provisions of Section 343 of the Civil Code. Unofficial table of contents

§ 349

If the guarantor is a commercial transaction, the surety shall not be subject to the plea of the presution. The same applies to the person who is liable as a guarantor from a credit order. Unofficial table of contents

§ 350

If the guarantor is a trading business on the side of the guarantor, the promise or the recognition on the side of the debtor, the formal provisions of § 766 sentence shall apply to a guarantee, a debt promise or an acknowledgement of debt. 1 and 2, § 780 and § 781 sentences 1 and 2 of the Civil Code are not applicable. Unofficial table of contents

Section 351

(dropped) Unofficial table of contents

Section 352

(1) The amount of statutory interest, with the exception of interest on arrears, is five of the hundred for the year in the case of trade transactions on both sides. The same shall apply if, for a debt arising from such a commercial transaction, interest is promised without the determination of the interest rate. (2) If the obligation to pay interest without determining the amount is pronounced in this Code, such interest shall be included in the To understand interest on five of the hundreds for the year. Unofficial table of contents

§ 353

Merchants among themselves are entitled to demand interest for their claims arising from bilateral trade transactions from the day on which they are due. Interest on interest may not be required on the basis of this provision. Unofficial table of contents

Section 354

(1) Those who, in the exercise of their commercial business, are concerned with another business or provide services, may also require commission and, if they are safekeeping, a commission and, in the case of storage, storage in accordance with the rates customary in the place. (2) For loans, It may calculate advance payments and other uses from the day of the performance of interest. Unofficial table of contents

Section 354a

(1) If the assignment of a monetary claim is excluded by agreement with the debtor in accordance with § 399 of the Civil Code, and the legal transaction which justified this requirement is a commercial transaction for both parts, or is the If the debtor is a legal person under public law or a special fund under public law, the assignment is nevertheless effective. The debtor can, however, afford to have a liberating effect on the previous creditor. Deviating agreements are ineffective. (2) Paragraph 1 shall not apply to a claim arising from a loan agreement, the creditor of which is a credit institution within the meaning of the Banking Act. Unofficial table of contents

§ 355

(1) If a person is in a business relationship with a merchant in such a way that the mutual claims and benefits arising from the connection are invoided together with interest and at regular intervals by means of settlement and determination the surplus for one or the other part of the surplus (current account, current account), the person liable for an excess in the clearance of the accounts may, on the day of the conclusion of the accounts, be subject to the excess interest from the surplus (2) The Commission shall also request that interest be included in the invoice. (3) The current invoice may, in doubt, be terminated at any time during the period of an accounting period, with the effect that the person to whom the invoice has been paid shall be terminated at any time by the person who has received the invoice. An excess is due for the payment of which the payment may be claimed. Unofficial table of contents

§ 356

(1) If a claim secured by deposit, guarantee or otherwise is included in the current account, the creditor shall not be prevented from the recognition of the clearance of accounts, from security to the extent that it is satisfied. (2) A third party shall be liable for a claim received in the current invoice as a full debtor, and shall be subject to the assertion of the claim against him or her. In accordance with the provisions of paragraph 1. Unofficial table of contents

§ 357

If the creditor of a party has the right to seize and transfer the right to the person who is entitled to his debtor in surplus from the current account, the creditor shall be able to pay the creditor to the debtor who, after the seizure, has been seizing the debt. Transactions are not being invoied. Transactions carried out on the basis of a right already existing before the seizure or an obligation on the part of the third party before this date shall not be considered as new transactions within the meaning of this provision. Unofficial table of contents

§ 358

In the case of commercial transactions, the performance can only be effected and demanded during the ordinary business hours. Unofficial table of contents

§ 359

(1) If the period of performance is the spring or the autumn or an agreed date in a similar manner, the commercial use of the place of performance shall be decided. (2) If a period of eight days has been agreed upon, then the following shall be taken into account: in doubt, to understand full eight days. Unofficial table of contents

§ 360

If only the genus is trained according to certain goods, it is of the medium nature and quality to be provided. Unofficial table of contents

§ 361

The measure, the weight, the currency, the period of time and the distances involved in the place where the contract is to be fulfilled are in doubt to be regarded as the contractual obligations. Unofficial table of contents

§ 362

(1) If a businessman whose commercial business entails the errants of business for others, requests a request for the errants of such transactions from a person with whom he is in business connection, he shall be obliged to immediately: , its silence shall be deemed to be acceptance of the application. The same shall apply if a merchant has received a request for the procuration of business from a person who has been asked to buy such transactions. (2) Even if the merchant refuses the application, he has the goods sent to him. Costs of the applicant to the extent that it is covered for these costs and, where it can be done without prejudice to it, to save time from damage at the time. Unofficial table of contents

§ 363

(1) Instructions issued to a merchant about the performance of money, securities or other justifiable items, without the performance being made dependent on a consideration, may be transferred by indossment if: they are to order. The same shall apply to undertakings issued by a merchant by means of articles of the designated type to order, without the performance being made dependent on a consideration. (2) Furthermore, connossements of the carriers may be issued, Loading notes of cargo carriers, storage certificates and transport insurance policies shall be transferred by Indossament if they are to be ordered. Unofficial table of contents

§ 364

(1) All rights arising from the indosed paper shall pass to the Indossatar through the Indossament. (2) The debtor may only oppose the legitimated owner of the document in such a way as to oppose the validity of his declaration in the document. (3) The debtor shall only be obliged to perform the certificate against the payment of the acknowledged certificate of performance. Unofficial table of contents

§ 365

(1) The provisions of Articles 11 to 13, 36, 74 of the Exchange Regulations shall be drawn up in the form of the Indossament, in the form of the legitimation of the owner and the examination of the legitimation and the obligation on the part of the owner to issue the Indossament. (2) If the document has been destroyed or lost, it shall be subject to the declaration of strength by means of the bid-up procedure. If the bid procedure has been initiated, the person entitled to a declaration may, if he or she orders the declaration of strength, require the debtor to perform the performance in accordance with the certificate.

Footnote

Section 365 (1) italics: now Art. 13, 14 (2), Art. 16 and Article 40 (3) sentence 2 of the Exchange Act 4133-1 gem. Art. 3 (1) G v. 21.6.1933 I 409 Unofficial table of contents

§ 366

(1) If a trader sells or pledged a movable property in the operation of his commercial business, the provisions of the Civil Code shall also be found in favour of those who derive rights from a non-authorized person, including: shall apply where the good faith of the acquirer relates to the power of the transferor or pledge to dispose of the property for the owner. (2) If the object is subject to the law of a third party, the provisions of the civil Legislation in favour of the rights of non-authorised persons , even if the good faith relates to the power of the transferor or pledge, without reservation of the right to dispose of the object. (3) The legal lien of the commissioner, the carrier or the freighter, of the In respect of the protection of the good faith, the speedier and the warehousekeeper shall be entitled to a lien acquired by contract in accordance with paragraph 1. Sentence 1 shall not, however, apply to the legal lien on property which is not the subject of the contract, from which the claim to be secured by the lien is brought about. Unofficial table of contents

§ 367

(1) Where a holder's document which has been stolen, lost or lost to the owner is sold or pledged to a merchant who operates banker or money-changer transactions, his good faith shall be deemed to have been: if the loss of the paper has been published in the Federal Gazette at the time of the sale or pledge of the paper and no more than one year has elapsed since the end of the year in which the publication has been made. For publications before 1 January 2007, the Federal Gazette of the Federal Gazette will be replaced by the Federal Gazette (Bundesanzeiger). Bearer securities shall be equal to orders denominated bonds and registered shares and interim certificates if they are provided with a blank veneer. (2) The good faith of the acquirer shall not be due to the publication referred to in paragraph 1. excluded if the acquirer did not know the publication as a result of special circumstances and his ignorance was not based on gross negligence. (3) On interest, pension and profit share certificates, which were not later than in the next on the The following redemption date shall be due for sale or pledge, to Non-interest-bearing bearer securities, which are payable in view of the point of view, and shall not be applied to banknotes. Unofficial table of contents

§ 368

(1) In the case of the sale of a plea, if the pledge on the side of the creditor and the pledge is a commercial transaction, to the place of the period of one month, determined in § 1234 of the Civil Code, one of the following shall be replaced by a (2) This provision must be applied in accordance with the legal lien of the Commission, the carrier or the freighter, the carrier and the warehousekeeper, as well as the right of the carrier, the freight forwarder and the freight forwarder to be entitled to the right of lien, if only on their side of the contract is a trading business. Unofficial table of contents

§ 369

(1) A merchant shall have a right of retention of the movable property and securities of the transferor because of the claims which are due to him against another merchant from the mutual trade transactions concluded between them. Debtors who have entered into their possession on account of their will on the basis of commercial transactions, in so far as they are still in possession of them, in particular by means of connossements, loading notes or storage certificates. The right of retention shall also be justified if the property on the item has been transferred from the debtor to the creditor or transferred from a third party for the debtor to the creditor, but transferred back to the debtor (2) There is a right of retention to a third party in so far as the third party can be opposed to the objections to the claim of the debtor for the issuing of the object. (3) The right of retention is excluded, if the withholding of the subject-matter of the debtor before or at the (4) The debtor may object to the exercise of the right of retention by means of a security performance. The security performance by guarantor is excluded. Unofficial table of contents

§ 370

- Unofficial table of contents

§ 371

(1) The creditor shall have the power of the right of retention to satisfy himself from the retained object for his claim. If a third party is entitled to the subject-matter against which the right of retention pursuant to section 369 (2) can be asserted, the creditor shall have priority in the appearance of satisfaction from the object. (2) The satisfaction shall be effected in accordance with the provisions of the Civil Code applicable to the lien. The period of one month, determined in § 1234 of the Civil Code, shall be replaced by one of a week. (3) If the satisfaction does not take place by means of foreclosure, it shall be allowed only after the creditor has received a enforceable title for his right to be satisfied against the owner or, if the object belongs to him himself, against the debtor; in the latter case, the rules of the civil service relating to the proprietor shall be found Legal code on the satisfaction of the debtor. In the absence of the enforceable title, the sale of the item is not legal. (4) The action for the atonement of the satisfaction may be filed with the court in whose district the creditor has its general place of jurisdiction or the place of jurisdiction of the Site has been established. Unofficial table of contents

§ 372

(1) In the event of satisfaction from the retained object, the debtor shall continue to be the owner of the creditor, provided that he was the owner of the object in the acquisition of the creditor, even if he did not have the creditor. (2) If a third party acquires the property of the debtor after the creditor has acquired the creditor's property, he must obtain a final judgment which, in a case between the creditor and the debtor, is the subject of a congestation of the debtor. The satisfaction of the dispute has been brought against them, unless the creditor has known that the debtor was no longer the owner of the rights.

Second section
Trade

Unofficial table of contents

Section 373

(1) If the buyer is in default with the acceptance of the goods, the seller can deposit the goods at the buyer's risk and expense in a public warehouse or otherwise in a safe manner. (2) He is also entitled to the goods after the default threat , if the goods have a stock exchange or market price, it may, after a prior threat, also be sold from a free hand by a commercial broker authorised to make such sales, or by a commercial broker to the public. Increase of the authorized person at the current price. If the goods are exposed to the spouse and risk in default, the default threat is not necessary; the same shall apply if the threat is untunable for other reasons. (3) The sale of self-help is for the account of the defaulting buyer. (4) The Seller and the buyer can offer at the public auction. (5) In the case of public auction, the seller has to notify the buyer of the time and place of the auction beforehand; of the full sale he has for any type of sale, to give the buyer a message without delay. In the event of omission, he shall be obliged to pay damages. The notifications must not be allowed if they are untunable. Unofficial table of contents

§ 374

The provisions of Section 373 shall not affect the powers which the Seller shall be responsible for in accordance with the Civil Code, if the Buyer is in default of acceptance. Unofficial table of contents

Section 375

(1) If, in the case of the purchase of a movable property, the buyer reserves the right to determine the form, measure or similar circumstances, the buyer shall be obliged to make the reserved provision. (2) If the buyer is satisfied with the performance of this Obligation in default, the Seller may make the provision instead of the Buyer or, in accordance with § § 280, 281 of the Civil Code, claim damages instead of the performance or according to § 323 of the Civil Code of the Treaty step back. In the former case, the seller has to inform the buyer of the determination he has made and at the same time to set a reasonable time limit for the purchaser to carry out another provision. If the buyer does not make such a decision within the time limit, the determination made by the seller shall be decisive. Unofficial table of contents

§ 376

(1) Where the performance of the one part is to be effected precisely at a fixed time or within a fixed period, the other part may, if the performance is not carried out at the specified time or within the shall take place within a specified period of time, withdraw from the contract or, if the debtor is in default, require compensation for non-performance instead of the fulfilment of the performance. He can only claim fulfilment if he immediately after the expiry of the time or the deadline indicates to the opponent that he is insisting. (2) If compensation is required for non-performance and if the goods have a stock exchange or market price, the The difference in the purchase price and the stock exchange or market price at the time and at the place of the service due. (3) The result of a sale or purchase carried out elsewhere may, if the product has a stock exchange or market price, to the Compensation only if the sale or purchase is immediately after the expiry of the the required performance time or period of performance has been achieved. If the sale or purchase is not carried out in a public auction, the sale or purchase must be made at the current price by a commercial agent or a person authorised for public auction by a person authorised to sell or buy such a sale. (4) The provisions of Section 373 (4) shall apply to the sale by means of public auction. The creditor shall immediately notify the debtor of the sale or purchase; in the case of omission, he shall be obliged to pay compensation. Unofficial table of contents

Section 377

(1) If the purchase is a commercial transaction for both parts, the buyer shall inspect the goods immediately after delivery by the seller, insofar as this is not necessary after the proper course of business, and, if a defect shows, the goods shall be: (2) If the buyer fails to display the advertisement, the goods shall be deemed to be approved, unless it is a defect which was not recognizable during the investigation. (3) If such a defect is later shown, it must be noted that the product must be considered as having been identified by the seller. the display shall be made immediately after the discovery; otherwise, the goods shall also be valid in (4) In order to preserve the rights of the purchaser, it is sufficient to send the advertisement in good time. (5) If the seller has concealed the defect fraudulently, he cannot rely on these regulations. Unofficial table of contents

§ 378

(repealed) Unofficial table of contents

§ 379

(1) If the purchase is a commercial transaction for both parts, the buyer shall, if he objected to the goods sent to him by another place, shall be obliged to provide for their inversion. (2) It may be the goods if they are exposed to the spouse. and risk in default, can be sold under the supervision of § 373 regulations. Unofficial table of contents

§ 380

(1) If the purchase price is to be calculated on the basis of the weight of the goods, the weight of the packaging (tare weight) shall be deducted if not from the contract or the commercial use of the place where the seller is to comply. (2) whether and to what extent the tare weight is to be deducted in accordance with a particular approach or ratio, rather than after precise averaging, and whether and how much to be calculated as a good weight for the benefit of the buyer or as remuneration for defective or unusable parts (Refaktie) may be required, shall be determined by the contract or by the Commercial use of the place where the seller has to comply. Unofficial table of contents

Section 381

(1) The provisions adopted in this Section for the purchase of goods shall also apply to the purchase of securities. (2) You shall also apply to a contract to the subject-matter of the delivery of movable property to be produced or produced. . Unofficial table of contents

Section 382

(repealed)

Third Section
Commission business

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Section 383

(1) The Commission shall be responsible for buying or selling goods or securities for the account of another (the commitator) in its own name. (2) The provisions of this section shall also apply where the undertaking of the Commission shall not require a commercial operation established in a commercial manner and the company of the company is not entered in the commercial register in accordance with § 2. In this case, the provisions of the First Section of the Fourth Book, with the exception of § § 348 to 350, shall also apply in view of the Commission's business. Unofficial table of contents

Section 384

(1) The commissioner is obliged to carry out the acquired business with the diligence of a prudent businessman; he has the interest of the commitator and to follow his instructions. (2) He has the commitator the to make the necessary messages, in particular to notify the Commission of its execution without delay; it is obliged to account for the business of the business and to give him the information which he/she is responsible for from the The Commission shall be liable to the Commission for the performance of the business if he does not at the same time, by displaying the execution of the Commission, repudiate him with the third party with which he has completed the transaction. Unofficial table of contents

Section 385

(1) If the Commission is not acting in accordance with the instructions of the commitator, he is obliged to compensate him for the damage; the commander does not need to have the transaction valid for his/her invoice. (2) The provisions of § 665 of the Civil The Code shall remain unaffected. Unofficial table of contents

§ 386

(1) If the Commission has sold, or has exceeded the price set for the purchase, under the price set at the Commission, the Commission shall, if it wishes to reject the transaction as not completed for its invoice, immediately indicate the execution of the transaction; otherwise, the deviation from the price determination shall be deemed to be approved. (2) At the same time, the Commission shall provide itself with the indication of the execution of the transaction to cover the Price difference, the committent for refoulement is not authorized. The claim of the commitissuer to the replacement of a damage which surpassed the price difference remains unaffected. Unofficial table of contents

Section 387

(1) If the Commission closes on more favourable terms than those set by the Commission, this shall be granted to the Commission. (2) This shall apply in particular if the price for which the Commission sells the price to which the Commission is selling the If the price for which it is purchased does not exceed the lowest price for which it is purchased, the price for which it is purchased does not exceed the highest price determined by the commitator. Unofficial table of contents

Section 388

(1) If the goods sent to the Commission are located in the case of delivery in a damaged or defective condition which can be discerned externally, the Commission shall uphold the rights against the carrier or the skipper, for to provide proof of the condition and to give notice to the commitator without delay; in the case of omission, he is obliged to pay compensation. (2) If the good is subject to the spouse, or later changes to the good which he/she has Devaluation can be feared, and there is no time available, the availability of the commitissuer , or if the committent is defaulted in the granting of the goods, the Commission can bring about the sale of the goods in accordance with the provisions of section 373. Unofficial table of contents

Section 389

If the committent does not have the right to dispose of the goods, even though it is obliged to do so according to the situation of the goods, the Commission shall have the rights granted to the Seller in accordance with Section 373. Unofficial table of contents

§ 390

(1) The commissioner is responsible for the loss and damage of the goods in his custody, unless the loss or damage is due to circumstances which are not due to the diligence of a prudent businessman. (2) The commissioner is only responsible for the omission of the insurance of the good if he was instructed by the commitator to effect the insurance. Unofficial table of contents

§ 391

In the case of a purchasing commission which is a commercial transaction for both parts, the obligation on the part of the Commission to examine the good and to indicate to the Commission of the defects discovered and to the Commission shall be Concern for the retention of the offending good and on the sale in the case of imminent spouse the applicable regulations of § § 377 to 379 applicable to the buyer. The claim of the commitissuer to the assignment of the rights granted to the Commission against the third party, from which he purchased the goods for the account of the commitator, shall not be affected by a delayed display of the defect. Unofficial table of contents

§ 392

(1) Any claims arising from a transaction which the Commission has concluded may be claimed by the Commission in relation to the debtor only after the assignment. (2) However, such claims shall apply, even if they have not been assigned, in proportion to the total number of claims made by the Commission. between the Commission and the Commission or its creditors as claims of the Commitissuer. Unofficial table of contents

§ 393

(1) If, without the consent of the Commission, a third party is given an advance or credit is granted to a third party, the Commission shall act at its own risk. (2) However, inasmuch as the commercial use at the place of the business is subject to the In the absence of any other provision of the Commission, the Commission shall also be entitled to do so. (3) In the event of an unauthorised unauthorised access to credit, the Commission shall be obliged to immediately become the debtor of the Commission. Purchase price to make the payment. If, in the case of sales against cash, the price would have been lower, the Commission shall pay only the lower price and, if the price is lower than the price set for it, also the difference according to § 386. Unofficial table of contents

§ 394

(1) The Commission has in order to comply with the liability of the third party with which he concludes the business for the account of the commitator, if this is taken over by him or is at the place of his establishment commercial use. (2) The Commission, which has to stand for the third party, is arrested directly to the commitissuer for the performance at the time of the demise in so far as the fulfillment from the contractual relationship can be demanded. He may claim a special remuneration (delcreation commission). Unofficial table of contents

§ 395

A commissioner who takes over the purchase of a change is obliged to indosze the change if he indoses him in the usual way and without reservation. Unofficial table of contents

§ 396

(1) The commissioner may request the commission if the transaction has been executed. If the transaction has not been carried out, it shall nevertheless have the right to the extradition commission, provided that such a location is customary; it may also require the commission if the execution of the transaction which it has concluded is only is not subject to a reason in the person of the commitissuer. (2) The compensation for the compensation to be paid by the Commission for expenses incurred by the Commission in accordance with Articles 670 and 675 of the Civil Code shall also include remuneration for the Use of the storage rooms and the means of transport of the Commission. Unofficial table of contents

Section 397 Pfandrecht of the Commission

The Commission has a lien on account of the costs of the good, the commission, the advances and loans given to the good, and the liabilities recorded in respect of the good, or in any other way. on the Commission's good of the Commission or of a third party who agreed to buy or sell the goods. The commissioner also has a lien on the property of the commitissuer on account of all the claims arising from the current account in Commission transactions. However, the lien in accordance with the first and second sentences only exists in the case of Commission documents which the Commission has in possession of or which the Commission may have by means of connossements, loading notes or storage certificates. Unofficial table of contents

§ 398

The Commission can satisfy itself, even if it is the owner of the Commission's goods, in respect of the claims in § 397, in accordance with the rules applicable to the lien on the property. Unofficial table of contents

§ 399

From the claims, which are justified by the business closed on behalf of the commitissuer, the Commission can satisfy itself for the claims referred to in § 397 before the commitissuer and its creditors. Unofficial table of contents

§ 400

(1) The Commission for the purchase or sale of goods which have a stock exchange or market price, as well as securities in respect of which a stock exchange or market price is officially established, may, if the committent has not determined another, from the Commission is carried out by the fact that it provides the goods which it is intended to buy, even as a seller, or the good which it is to sell itself as a buyer. (2) In the event of such an execution of the Commission, the Commission shall be limited to the Obligation of the Commission to account for the closure of the purchase or sale on the basis of proof that the price calculated at the time of execution of the Commission is subject to compliance with the price of the stock exchange or market. The time of execution shall be the date in which the Commission has made the notification of execution for dispatch to the Commission. (3) If the Commission had to carry out the notification during the exchange or market period, the Commission shall: In the case of an indication of execution only after the conclusion of the exchange or the market for dispatch, the calculated price may not be less favourable for the commitator than the price at the end of the stock exchange or the market. (4) For a Commission, which is to be executed at a given course (first course, middle course, last course), is the Commission shall be entitled and obliged to charge this course to the Commission without regard to the date of dispatch of the execution advertisement. (5) In the case of securities and goods for which the stock exchange or market price is official , in the case of the Commission's execution, the Commission may, by means of self-entry, do not charge the Commission at a lower price than the officially established one. Unofficial table of contents

§ 401

(1) In the case of the Commission's implementation by means of self-entry, the Commission shall also have the Commission, if it was able to carry out the Commission at a more favourable price than the price referred to in Article 400, if the Commission were to exercise due diligence on the part of the Commission. more favourable price. (2) If the Commission has concluded a transaction with a third party on the stock exchange or on the market prior to the dispatch of the execution advertisement on the occasion of the issuance of the execution advertisement on the stock exchange or on the market, it shall not be entitled to a less favourable price for the commitator than the price agreed in this case. Unofficial table of contents

§ 402

The provisions of § 400 para. 2 to 5 and § 401 may not be amended by contract to the detriment of the commitsary. Unofficial table of contents

§ 403

The commissioner, who supplies the goods himself as a seller or takes over as a buyer, is entitled to the ordinary commission and can calculate the costs which are otherwise regularly occurring in the case of commission transactions. Unofficial table of contents

§ 404

The provisions of § § 397 and 398 shall also apply in the case of the Commission's implementation by means of self-admission. Unofficial table of contents

§ 405

(1) If the Commission indicates to the Commission the execution of the Commission without expressly disregarding the fact that it itself intends to enter, this shall be deemed to be a declaration that the transaction shall be carried out by a third party on behalf of the Committee (2) An agreement between the Commission and the Commission that the declaration as to whether the Commission was carried out by self-entry or by conclusion with a third party will be made later than on the day of the notification of the execution of the Commission (3) Revoke the Commission and revocation to the Commission The Commission shall no longer be entitled to the right of self-entry before the execution advertisement for dispatch is issued. Unofficial table of contents

§ 406

(1) The provisions of this Section shall also apply if, in the course of the operation of its commercial business, a commissioner takes on a business other than the one referred to in Article 383 for the account of another person in his own name. The same shall apply if a trader who is not a Commission holder is responsible for closing a business in the manner described in the operation of his commercial business. (2) A purchasing and sales commission within the meaning of this Section shall also be deemed to be: Commission, which is the subject of the supply of an unjustifiable movable property to be produced from a substance to be procured by the contractor.

Fourth Section
Cargo Store

First subsection
General provisions

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§ 407 Freil Contract

(1) By means of the contract of carriage, the carrier shall be obliged to transport the goods to the place of destination and deliver it there to the consignee. (2) The shipper shall be obliged to pay the agreed freight. (3) The provisions of this subsection shall apply if:
1.
the goods are to be transported on land, inland waterways or aircraft; and
2.
the carriage belongs to the holding of a commercial enterprise.
If the company does not require a commercial operation in a commercial manner and the company of the company is not entered in the commercial register in accordance with § 2, the company is also required to have a view of the freight business. to the extent that the provisions of the First Section of the Fourth Book are to be applied in addition; however, this does not apply to § § 348 to 350. Unofficial table of contents

§ 408 Consignment note. Authorisation

(1) The freight forwarder may require the issuing of a consignment note with the following information:
1.
the place and the day of the exhibition;
2.
the name and address of the sender;
3.
the name and address of the carrier;
4.
the place and date of the acceptance of the goods and the body intended for delivery;
5.
the name and address of the consignee and any reporting address;
6.
the usual description of the nature of the goods and the nature of the packaging, in the case of dangerous goods, their otherwise generally recognised name, provided for in the provisions of the provisions of the dangerous goods;
7.
the number, signs and numbers of the cargo;
8.
the raw weight or the other specified quantity of the good;
9.
the freight payable on delivery and the costs incurred up to the delivery as well as a note on the payment of the freight;
10.
the amount of the cash to be received in the delivery of the goods;
11.
Instructions for customs and other official treatment of the good;
12.
an agreement on carriage in open, non-tarpaulins or deck-covered vehicles.
Further details may be entered in the consignment note, which the parties consider appropriate. (2) The consignment note shall be issued in three original copies, signed by the shipper. The shipper may request that the carrier also sign the consignment note. Reproductions of the individual signatures by printing or stamping are sufficient. A copy is intended for the sender, one accompanies the goods, one keeps the carrier. (3) The consignment note is equivalent to an electronic record that fulfills the same functions as the consignment note, provided that it is ensured, that the authenticity and integrity of the record is preserved (electronic waybill). The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of the Interior, by decree law which does not require the consent of the Federal Council, the details of the exhibition, the participation and to regulate the presentation of an electronic consignment note and the procedure for subsequent registration in an electronic consignment note. Unofficial table of contents

§ 409 Consecting force of the consignment note

(1) The consignment note signed by both parties serves up to the proof of the contrary as proof of the conclusion and content of the contract of carriage as well as for the transfer of the goods by the carrier. (2) The contract signed by both parties Consignment note also justifies the presumption that the goods and their packaging were in good condition when they were taken over by the carrier, and that the number of items of freight and their signs and numbers with the information in the consignment note agree. However, the consignment note does not justify this presumption if the carrier has entered a duly substantiated reservation in the consignment note; the reservation can also be justified by the fact that the carrier does not have adequate resources at its disposal. to verify the accuracy of the information. (3) If the gross weight or the otherwise specified quantity of the goods or the contents of the cargo is checked by the carrier and the result of the inspection in the two parties has been signed the consignment note has been registered, the reason for this is the presumption that weight, Quantity or content matches the information in the consignment note. The carrier shall be obliged to verify the weight, quantity or content if the shipper so requests and the carrier is provided with adequate means for inspection; the carrier shall be entitled to compensation for his expenses for: the review. Unofficial table of contents

Section 410 Dangerous Goods

(1) If dangerous goods are to be transported, the shipper shall inform the carrier in good time in writing of the exact nature of the risk and, where necessary, precautions to be taken. (2) The carrier may, if not acceptance of the good was known to the nature of the danger, or at least has been communicated,
1.
Unload, store, carry back or, as far as necessary, destroy or destroy dangerous goods without being liable to the consignor, and
2.
require the sender to reimbursethe necessary expenses for these measures.
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§ 411 Packaging. Marking

The consignor shall pack the goods in such a way as to ensure that the goods are protected against loss and damage, taking into account the agreed transport of a packaging, and that no damage is caused to the carrier as well. If the goods are to be transferred for carriage in a container, on a pallet or in or on another loading means used for the summary of cargo, the sender shall also have the goods in or on the loading means. safe to store and secure. The sender shall also label the goods, insofar as this requires the contractual treatment thereof. Unofficial table of contents

§ 412 Loading and unloading. Authorisation

(1) Unless otherwise indicated in the circumstances or the traffic siting, the sender has to load, store and mount (loading) the goods and to unload the goods. The carrier shall be responsible for the safe loading. (2) No special remuneration can be obtained for the loading and unloading time, which is due to a reasonable period of time due to the absence of a deviating agreement, in accordance with the circumstances of the case. (3) In the event of a contractual agreement, or for reasons beyond his/her risk range, the carrier warts beyond the loading or unloading period, he shall be entitled to an appropriate remuneration (standing allowance). (4) Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of Transport and Digital Infrastructure by means of a regulation which does not require the approval of the Federal Council, for inland waterway transport, taking into account the nature of the vehicles intended for carriage, the type and quantity of the vehicles goods to be slaughted, the technical means available for the handling of goods and the requirements of an expedited traffic flow, the conditions for the commencement of the loading and unloading periods, their duration and the level of the level of the standing . Unofficial table of contents

Section 413 Accompanying documents

(1) The shipper shall provide the carrier with all documents and information required for official handling, in particular customs clearance, prior to delivery of the goods. (2) The carrier shall be responsible for the Damage caused by loss of, or damage to, the documents submitted to it, or by its incorrect use, unless the loss, damage or improper use may be affected by the loss or damage caused by the loss or damage caused by the loss or damage caused by the loss or damage caused by the the carrier could not avoid and the consequences of which he could not avert. However, his liability is limited to the amount that would be payable in the event of loss of the good. Unofficial table of contents

§ 414 Liability of the shipper in special cases, independent of the fault of the person

(1) The sender shall, even if he does not have any fault, replace the carrier with damages and expenses caused by
1.
insufficient packaging or labelling,
2.
Inaccuracy or incompleteness of the information contained in the consignment note,
3.
Refrain from communication on the dangerousness of the good or
4.
Absence, incompleteness or inaccuracy of the documents or information referred to in § 413 (1).
(2) If, in the event of damage or expense, a behaviour of the carrier has been involved, the obligation to replace and to the extent of the replacement shall depend on the extent to which this behaviour is linked to the damage and expenses incurred. (3) If the shipper is a consumer, he shall only reimbursethe carrier for damages and expenses in accordance with paragraphs 1 and 2, insofar as he or she is responsible for any fault. Unofficial table of contents

§ 415 Termination by the sender

(1) The shipper may terminate the contract of carriage at any time. (2) Termination of the consignor, the carrier may either:
1.
the agreed cargo, any standing money and expenses to be replaced, taking into account what he saves or otherwise acquires or otherwise acquires as a result of the cancellation of the contract in respect of expenses, or
2.
one third of the agreed cargo (feng freight)
require. Where the termination is based on grounds attributable to the carrier ' s risk area, the right to fence under the first sentence of the first sentence of paragraph 1 shall not apply; in that case, the claim referred to in the first sentence of paragraph 1 shall also be waived to the extent that the transport for the consignor is concerned. is not of interest. (3) If goods have already been loaded prior to the termination, the carrier may, at the expense of the sender, take measures in accordance with § 419 (3) sentence 2 to 4 or require the shipper to discharge the goods immediately. The cargo carrier only needs to tolerate the unloading of the goods, insofar as this is possible without any disadvantages for its operation and without damage to the sender or recipient of other shipments. If the termination is based on reasons which are attributable to the risk area of the carrier, the cargo carrier shall, by way of derogation from the provisions of sentences 1 and 2, be obliged to discharge the goods which have already been loaded at their own expense without delay. Unofficial table of contents

Section 416 entitlement to partial transport

If the goods are only partially loaded, the sender may at any time require the carrier to start the transport of the already loaded part of the goods. In this case, the carrier shall be charged the full cargo, any standing allowance and compensation for expenses incurred as a result of the absence of a part of the goods; however, the cargo shall be deducted from the full cargo for that good, which shall be paid by the the carrier shall be transported by the same means of transport instead of the goods not reloaded. The carrier shall also be entitled, insofar as the absence of a part of the goods makes it possible for him to claim the security for the full cargo, to demand the order of another security. If the incompleteness of the loading is based on reasons which are attributable to the risk area of the carrier, the claim under sentences 2 and 3 is only to the extent to which goods are actually transported. Unofficial table of contents

Section 417 Rights of the carrier in the event of non-compliance with the loading time

(1) If the shipper does not charge the goods within the loading period or if he does not have to charge the goods within the loading period, the carrier may set a reasonable time limit within which the goods may be loaded. shall be loaded or made available. (2) If no good is loaded or made available until the expiry of the time limit set in accordance with paragraph 1, or it is obvious that no good will be loaded or made available within this period , the carrier may terminate the contract and claim the claims in accordance with § 415 (2). (3) If the goods are only partially loaded or made available until the end of the period laid down in accordance with paragraph 1, the carrier may commend the transport of the part of the goods which have already been loaded and the claims in accordance with § 416 sentence 2 (4) The carrier may exercise the rights referred to in paragraph 2 or 3 even without a time limit if the shipper is seriously and definitively refusing to charge or make available the goods. He may also terminate the contract referred to in paragraph 2 without notice, even if there are special circumstances which make the continuation of the contractual relationship unreasonable under consideration of the mutual interests. (5) The freight forwarder shall be subject to the following conditions: Rights shall not be granted if the non-compliance with the loading time is based on the reasons for which the risk is to be attributed to it. Unofficial table of contents

§ 418 Post-post instructions

(1) The sender is entitled to dispose of the goods. It may, in particular, require the carrier to not move the goods further or to deliver it to another destination, to another delivery point or to another recipient. The carrier shall only be obliged to comply with such instructions in so far as their execution does not entail any disadvantages for the operation of his company or damage to the consignors or recipients of other consignments. It may require the sender to reimburze the expenses incurred by the execution of the instruction, as well as an appropriate remuneration; the carrier may make the order subject to the instruction of an advance. (2) The right of disposal of the The sender will be sent out at the delivery point after the arrival of the goods. From that date, the right of disposal referred to in paragraph 1 shall be entitled to the consignee. If the consignee makes use of this right, he shall reimbursed the carrier for the additional expenses incurred and shall pay the appropriate remuneration; the carrier may make the compliance of the instruction subject to an advance. (3) the consignee, in the exercise of his right to dispose of the goods, ordered the goods to be delivered to a third party, he or she shall not be entitled to appoint another consignee. (4) If a consignment note has been issued and by both parties , the shipper may be entitled to dispose of such information only on presentation of the (5) If the carrier does not intend to comply with an instruction given to him, he shall immediately inform the person who has given the instruction to: (6) If the exercise of the right of disposal has been made conditional on the submission of the consignment note and the carrier carries out a instruction without having to submit the consignment note to the consignment note, it shall be liable to the Justifiable for the resulting damage. The liability is limited to the amount that would be payable in case of loss of good. Unofficial table of contents

Section 419 Transport and delivery obstacles

(1) If, after the acceptance of the goods, it becomes apparent that the carriage or delivery cannot be carried out in accordance with the contract, the carrier has to obtain instructions of the person entitled to dispose of the goods pursuant to § 418 or § 446. If the recipient is entitled to dispose of the goods and if he is not to be identified or refused acceptance of the goods, if a loading certificate is not issued, the consignor is entitled to dispose of the goods in accordance with the first sentence of the first sentence; the presentation of a consignment note has been made, and in this case the bill of consignment does not need to be presented. If instructions have been given to him and the obstacle is not attributable to his/her risk area, the carrier is entitled to assert claims in accordance with § 418 (1) sentence 4. (2) If the obstacle to delivery or delivery occurs, the carrier shall be entitled to claim the right of delivery. After the recipient has given instructions in accordance with § 418 to deliver the goods to a third party, the consignee shall take the place of the consignee and the third party of the consignee in the application of paragraph 1. (3) May the carrier instructions, which he/she according to § 418 abs. In the event of a reasonable period of time, it shall take the measures which appear to be the best in the interest of the person entitled to dispose of the product. He may, for example, unload and retain the good, entrust or return to a third party for the custody of a third party pursuant to § 418 or § 446; trusts the cargo carrier to a third party, he shall be liable only for the careful selection of the third party. The freight forwarder may also sell the goods in accordance with § 373 (2) to (4) if the goods are perishable or if the condition of the goods justifies such a measure or if the otherwise incurred costs do not in any way be appropriate Relationship to the value of the good. The freight forwarder shall be allowed to destroy the goods that are not being used. The carriage shall be deemed to have been discharged after the goods have been unloaded. (4) The carrier shall be entitled, on account of the measures taken in accordance with paragraph 3, to reimbursement of the necessary expenses and to the appropriate remuneration, unless the obstacle to its Risk area is to be attributed. Unofficial table of contents

§ 420 Payment. Freight Calculation

(1) The cargo shall be payable on delivery of the goods. In addition to the freight, the carrier has a right to compensation for expenses, to the extent that they were made for the good and he was allowed to keep them according to the circumstances. (2) The right to the freight is no longer required, insofar as the transport is impossible. If the carriage is terminated prematurely as a result of a transport or delivery obstacle, the freight carrier shall be entitled to the pro rata freight for the completed part of the carriage if it is of interest to the shipper. (3) of paragraph 2, the carrier shall retain the right to the cargo if the carriage is impossible for reasons attributable to the risk area of the shipper or which occurs at a time when the shipper is in default of acceptance. However, the carrier must be able to count on what he saves on expenses or otherwise acquires or otherwise acquires it. (4) If a delay occurs after the commencement of the transport and before arrival at the delivery point, a delay shall be taken. and if the delay is based on reasons which are attributable to the risk area of the sender, the carrier shall be entitled to an appropriate remuneration in addition to the freight. (5) If the freight is agreed on by number, weight or otherwise specified quantity of the goods, for the calculation of the freight, it shall be presumed that information is provided in the consignment note, or This shall also apply where a reservation is entered on these particulars, which is justified by the fact that no reasonable means were available to verify the accuracy of the information. Unofficial table of contents

§ 421 Rights of the recipient. Obligation to pay

(1) Upon arrival of the goods at the delivery point, the consignee shall be entitled to demand from the carrier the goods to be delivered to him against the fulfilment of the obligations arising from the contract of carriage. If the goods have been damaged or have been delivered late or lost, the consignee may assert the claims arising from the contract of carriage in his/her own name against the carrier; the shipper shall remain responsible for the assertion of these claims. authority. 2. The recipient, who asserts his right under the first sentence of paragraph 1, has to pay the freight still owed up to the sum of the amount of the freight, which is to be paid by the recipient or the person who is not responsible for the costs. Consignment note. If a consignment note has not been issued or has not been presented to the consignee or if the consignment note does not result in the amount of the freight to be paid, the consignee shall pay the freight agreed with the shipper to the extent that such freight is not (3) The recipient, who asserts his right under the first sentence of paragraph 1, also has to pay a standing allowance or a remuneration in accordance with § 420 paragraph 4, a standing allowance for exceeding the loading time and a remuneration in accordance with § 420 paragraph 4 however, only if the amount due has been communicated to him in the case of delivery of the good. (4) The sender remains committed to the payment of the amounts due under the contract. Unofficial table of contents

Section 422 cash on delivery

(1) If the parties have agreed that the goods may only be delivered against the confiscation of a cash on delivery to the consignee, it must be assumed that the amount is to be recovered in cash or in the form of an equivalent means of payment. (2) Recovery shall be deemed to have been transferred to the shipper in relation to the creditors of the carrier. (3) If the goods are delivered to the consignee without confiscation of the cash on delivery, the carrier shall be liable, even if he does not have any fault, to the person who is not responsible for the goods. Senders for the resulting damage, but only up to the amount of the amount of the Follow-up. Unofficial table of contents

Section 423 Delivery period

The carrier shall be obliged to deliver the goods within the agreed time limit or, in the absence of agreement, within the time limit which is reasonably attributable to a careful carrier, taking into account the circumstances. (delivery period). Unofficial table of contents

Section 424 Loss of loss

(1) The claimer may consider the good to be lost if it is not delivered within the delivery period or within a further period which corresponds to the delivery period, but at least twenty days, in the case of a delivery period. (2) If the claimer is entitled to compensation for the loss of the good, he may request that he be notified immediately if the good is recovered (3) The claimer may, within one month of receiving the notification of the right to relocate the good, that the good train be delivered to him in return for repayment of compensation, possibly minus the costs included in the compensation. A possible obligation to pay the freight and claims for damages shall remain unaffected. (4) If the property is recovered after payment of a compensation and the claimant has not requested or does not require a notification Notification of his claim on delivery is not claimed, the carrier may dispose of the goods freely. Unofficial table of contents

§ 425 Liability for damage to goods and delays. Damage sharing

(1) The carrier shall be liable for the damage caused by loss of or damage to the goods in the period from the take-over for carriage to delivery or by exceeding the delivery period. (2) Has a loss in the course of the occurrence of the damage If the sender's or the recipient's conduct or a particular defect of the good is involved, the obligation to replace and the extent of the replacement shall depend on the extent to which these circumstances have contributed to the damage. Unofficial table of contents

§ 426 Disclaimer

The carrier shall be exempted from liability in so far as the loss, damage or exceeding of the delivery period is due to circumstances which the carrier could not avoid even with the greatest care and the consequences of which he could not depart. Unofficial table of contents

Section 427 Special Disclaimer

(1) The carrier shall be exempted from his liability in so far as the loss, damage or exceeding of the delivery period can be attributed to one of the following risks:
1.
agreed or exercise appropriate use of open, non-tarpaulins covered vehicles or loading on deck;
2.
insufficient packaging by the sender;
3.
Treat, load or unload the goods by the sender or the recipient;
4.
the natural nature of the good, which is particularly easy to damage, in particular by breaking, rust, internal spoiding, drying out, running out, normal swings;
5.
insufficient identification of the cargo by the shipper;
6.
Transport of live animals.
(2) Where a damage has occurred which, in the circumstances of the case, could arise from one of the hazards referred to in paragraph 1, it shall be presumed that the damage has been caused by that risk. This presumption shall not apply in the event of an exceptionally large loss in the case of paragraph 1 (1). (3) The carrier may rely on paragraph 1 (1) only if the loss, damage or exceeding of the delivery period does not apply to the carrier. is due to the fact that the carrier did not observe any special instructions from the shipper with regard to the transport of the goods. (4) If the carrier is obliged under the contract of carriage, the good against the effect of heat, cold, Temperature fluctuations, humidity, vibration or similar influences , he may not rely on paragraph 1 (4) unless he has taken all the measures he has taken in the circumstances, in particular with regard to the selection, maintenance and use of special facilities, and shall take special account of (5) The carrier may rely on paragraph 1 (6) only if he has taken all the measures he has taken in accordance with the circumstances and has taken special instructions. Unofficial table of contents

§ 428 Liability for others

The cargo carrier has to represent acts and omissions of its people to the same extent as their own actions and omissions, when the people act in the exercise of their own actions. The same shall apply to acts and omissions of other persons, the persons of which are served in the course of carrying out the transport. Unofficial table of contents

§ 429 Value sentence

(1) If the carrier has to compensate for the loss of good or partial loss of the goods, the value at the place and at the time of the transfer shall be replaced. (2) In the event of damage to the goods, the difference between the value of the goods shall be replaced by the value of the goods. to replace undamaged good at the place and at the time of the transfer to transport and to the value which the damaged goods would have had at the place and at the time of the takeover. It is presumed that the costs to be incurred for the reduction of the damage and the injury to the damage correspond to the difference to be determined in accordance with sentence 1. (3) The value of the goods is determined according to the market price, otherwise according to the value of goods. of the same type and nature. Where the goods have been sold for transport immediately prior to take-over, it shall be presumed that the purchase price shown in the seller's invoice, minus the transport costs contained therein, is the market price. Unofficial table of contents

Section 430 Claim costs

In the event of loss of or damage to the goods, the carrier shall bear the costs of the determination of the damage beyond the replacement to be paid in accordance with § 429. Unofficial table of contents

§ 431 Liability limit

(1) The compensation to be paid in accordance with § § 429 and 430 due to loss or damage is limited to an amount of 8.33 units of account for each kilogram of the raw weight of the goods. (2) Consists of several cargo items (shipment) and if only individual items of cargo have been lost or damaged, the calculation referred to in paragraph 1 shall be
1.
basically lay down the whole consignment if the whole consignment is devalued, or
2.
the devalued part of the shipment is to be used when only a part of the shipment is devalued.
(3) The liability of the carrier for exceeding the delivery period shall be limited to three times the amount of the freight. (4) The unit of account referred to in paragraphs 1 and 2 shall be the Special Drawing Right of the International Monetary Fund. The amount shall be converted into euro in accordance with the value of the euro in relation to the special drawing right on the day of the transfer of the good for promotion or on the day agreed by the parties. The value of the euro in relation to the Special Drawing Right shall be determined by the calculation method used by the International Monetary Fund on the day in question for its operations and transactions. Unofficial table of contents

Section 432 Replacement of other costs

If the carrier is liable for loss or damage, he shall, in addition to the compensation to be paid in accordance with § § 429 to 431, reimburse the freight, public charges and other costs on the occasion of the transport of the goods, in the event of damage however, only in the value ratio to be determined in accordance with section 429 (2). He will not be able to replace any further damage. Unofficial table of contents

§ 433 Maximum liability for other property damage

If the carrier is liable for the breach of a contractual obligation relating to the execution of the transport of the goods for damages which are not caused by loss of or damage to the good or by exceeding the delivery period, and if the damage is other than damage to property or personal injury, the liability is limited in this case as well, namely three times the amount which would be payable if the goods were lost. Unofficial table of contents

Section 434 Non-contractual claims

(1) The reliefs and limitations of liability provided for in this subsection and in the contract of carriage shall also apply to a non-contractual claim by the sender or the consignee against the carrier for loss of or damage to the carrier. Good or due to exceeding the delivery period. (2) The carrier can also claim the objections under paragraph 1 against non-contractual claims by third parties due to loss of or damage to the good. However, the objections may not be invoked if:
1.
they shall be based on an agreement which differs from the provisions referred to in the first sentence of Article 449 (1), to the detriment of the sender,
2.
the third party has not consented to the carriage and the carrier did not know the power of the sender to send the goods, or was not aware of it as a result of gross negligence, or
3.
the property has been lost before being transferred to the third party or to a person who derides his right to possession of the goods.
However, the second point of point 1 shall not apply to an agreement on the limitation of the compensation to be paid by the carrier for loss of or damage to the goods to be lower than the statutory amount provided for in Article 449, if: it does not fall below the amount of 2 units of account. Unofficial table of contents

Section 435 Disclaimer of liability exemptions and limitations

The reliefs and limitations of liability provided for in this subsection and in the contract of carriage shall not apply if the damage is due to an act or omission which the carrier or a person referred to in § 428 either intentionally or lightly and in the awareness that a damage is likely to occur. Unofficial table of contents

§ 436 Liability of people

If claims arising out of non-contractual liability are levied on account of loss of or damage to the goods or because the delivery period is exceeded against one of the persons of the carrier, the person in question may also refer to those in this subsection and in the The contract of carriage of liability shall be based on the exemption and limitation of liability. This shall not apply if he has acted intentionally or lightly and in the awareness that a damage is likely to occur. Unofficial table of contents

Section 437 exporter

(1) If the carriage is carried out in whole or in part by a third party (executing carrier), the carrier shall be liable for the damage caused by loss of or damage to the goods or by exceeding the delivery period during the delivery period of the exported, as if it were the carrier of the cargo. Contractual agreements with the consignor or consignee, by which the carrier extends his liability, shall act against the exporter only insofar as he has agreed to them in writing. (2) The exporter can all (3) Carriers and exporters are liable to be the total debtor. (4) If the persons of the exporting carrier are used, the following shall apply to: this § 436 accordingly. Unofficial table of contents

§ 438 Failure indication

(1) If a loss or damage to the goods is discernable and the consignee or the sender does not show the carrier loss or damage at the latest upon delivery of the goods, it shall be presumed that the goods shall be complete and has been delivered undamaged. The indication shall indicate the loss or damage sufficiently clearly. (2) The presumption in accordance with paragraph 1 shall also apply if the loss or damage was not visible externally and not within seven days of delivery (3) Claims for exceeding the delivery period shall be extingutiated if the consignee does not indicate to the carrier the exceeding of the delivery period within twenty-one days after delivery. (4) A claim for damage after the delivery date has been reported. Delivery shall be made in text form. In order to meet the deadline, the timely dispatch is sufficient. (5) If loss, damage or exceeding of the delivery period is indicated on delivery, the display shall be sufficient to the person who delivers the goods. Unofficial table of contents

§ 439 statute of limitations

(1) Claims arising from a carriage subject to the provisions of this Subsection shall be forsayings in one year. In the case of intent or in the case of a fault equivalent to the intent of § 435, the limitation period shall be three years. (2) The statute of limitations shall begin at the end of the day on which the goods have been delivered. If the goods have not been delivered, the period of limitation begins with the expiry of the day on which the goods should have been delivered. By way of derogation from sentences 1 and 2, the period of limitation of recourse claims shall begin with the date of entry of the legal force of the judgment against the creditor creditor or, if there is no final judgment, with the date on which the The creditor shall have satisfied the claim unless the debtor has not been given the damage within three months of the resignation of the fault and the person of the retreat debtor over that damage (3) The statute of limitations of a claim against the carrier shall also be provided by a Declaration by the shipper or consignee with which he or she collects the claims up to the time when the carrier refuses to comply with the claim. The collection of the claims and the rejection shall require the text form. A further declaration, which has the same substitute claim, does not inhibit the limitation period again. (4) The limitation of claims for damages due to loss of or damage to the goods or due to exceeding of the delivery period can only be effected by The agreement, which is negotiated in detail, even if it is concluded between the same Contracting Parties for a majority of similar contracts, shall be facilitated or made more difficult. Unofficial table of contents

§ 440 Pfandrecht of the carrier

(1) For all claims arising from the contract of carriage, the carrier shall have a lien on the goods of the sender or of a third party who have been handed over to him for the carriage of the goods. In the case of the sender's good, the carrier also has a lien for all undisputed claims from other freight, sea freight, freight forwarding and storage contracts concluded with the sender. The lien in accordance with sentences 1 and 2 shall apply to the accompanying documents. (2) The lien shall exist as long as the carrier has the property in his possession, in particular as long as he/she has a bill of lads, loading notes or storage certificates (3) The lien shall also continue after delivery, if the carrier makes a court order within three days of delivery and the goods are still in the possession of the consignee. (4) Die in § 1234 para. 1 of the Bürgerliches Threats of the sale of the deposit as well as those in § § 1237 and 1241 of the Civil code notices are to be addressed to the recipients entitled under § 418 or § 446. If it is not to be determined or if it refuses to accept the good, then the threat and the notification shall be made to the sender. Unofficial table of contents

Section 441 The following carrier

(1) If, in the case of carriage by a number of carriers, the last to collect the claims of the previous carriers in the delivery, he shall exercise the rights of the previous carriers, in particular the right of lien. The lien of each preceding carrier shall remain as long as the lien of the last carrier. (2) If a previous carrier is satisfied by a subsequent carrier, then the demand and the lien of the former shall go to the (3) The provisions of paragraphs 1 and 2 shall also apply to the claims and rights of a freight forwarder who has participated in the promotion. Unofficial table of contents

§ 442 Rank of several pledge rights

(1) There are several pledge rights on the same good under sections 397, 440, 464, 475b and 495, under the rights of the lien created by the consignment or by the promotion of the good, the later resulting from the earlier (2) These lien shall take precedence over the right of the Commission and the warehousekeeper not to be sent from the consignment, as well as before the lien of the freight forwarder, the carrier and the shipper for advances. Unofficial table of contents

§ 443 Ladeschein. Authorisation

(1) An obligation to deliver the good may be issued by the carrier for a loading certificate, which shall contain the information referred to in § 408 (1). The loading tray must be signed by the carrier; a replica of the handwritten signature by printing or by stamp. (2) If the loading note is placed on the order, it shall contain the name of the person on whose order the goods are placed shall be delivered. Where the name is not specified, the loading description shall be deemed to be placed on the order of the sender. (3) An electronic record which fulfils the same functions as the loading note shall be considered to be the same as the loading note, provided that it is ensured that: the authenticity and integrity of the recording are preserved (electronic loading certificate). The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of the Interior, by legal regulation which does not require the consent of the Federal Council, the details of the exhibition, submission, return and the transfer of an electronic loading note and the details of the procedure for subsequent registration in an electronic loading note. Unofficial table of contents

§ 444 The effect of the charging case. Legitimation

(1) The loading certificate justifies the presumption that the freight forwarder has taken over the goods as described in the loading certificate; § 409 (2) and (3) sentence 1 shall apply accordingly. (2) Opposite to a recipient named in the loading certificate, to which the loading certificate , the carrier may not refuge the presumption referred to in paragraph 1, unless the consignee was aware at the time of the charging of the charge or, as a result of gross negligence, that the information in the store is not correct. The same shall apply to a third party to which the loading ship has been transmitted. The provisions of sentences 1 and 2 shall not apply if the exporter from the loading line is entitled to the exporter in accordance with section 437 and the loading note is not authorized by the exporter or by any of the exporters responsible for the loading of the loading notes. (3) The contractual claims securitised in the loading certificate can only be asserted by the person entitled to the charge from the loading certificate. In favour of the legitimate owner of the charge note, it is presumed that he is the person entitled to charge the charging note. The legitimate owner of the charge note is who owns a loading note, the
1.
to the holder,
2.
is an order and nominates the owner as a recipient or has an uninterrupted series of indossaments, or
3.
to the name of the owner.
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Section 445 Delivery against return of the loading note

(1) Upon arrival of the goods at the delivery point, the legitimate owner of the shop is entitled to demand the delivery of the goods from the carrier. If he makes use of this right, he is obliged to pay the freight and other remuneration in accordance with § 421 (2) and (3). (2) The carrier is only for the delivery of the goods against return of the charge on which the delivery and against the performance of the outstanding payments due pursuant to § 421 (2) and (3). However, it may not deliver the goods to the legitimate owner of the charge if it is known to him or is unknown as a result of gross negligence, that the legitimate owner of the charge is not the person entitled to the charge. (3) Delivery the carrier shall be liable to a person other than the legitimate owner of the charge or, in the case referred to in the second sentence of paragraph 2, to a person other than the person entitled to the charge, he shall be liable for the damage to the person entitled to the charge from the loading bill; is created. The liability is limited to the amount that would be payable in case of loss of good. Unofficial table of contents

Section 446 observance of instructions

(1) The right of disposal in accordance with § § 418 and 419, if a loading certificate has been issued, shall be exclusively for the legitimate owner of the loading certificate. The carrier shall only execute instructions on presentation of the loading note. He shall not, however, carry out instructions from the legitimate owner of the charge, if he is known or unknown to him as a result of gross negligence, that the legitimate owner of the charge is not the person entitled to the charge from the charging note. (2) If the carrier instructions are followed without having to submit the loading note, he shall be liable to the person entitled from the loading bill for the damage resulting therefrom. The liability is limited to the amount that would be payable in case of loss of good. Unofficial table of contents

§ 447 objections

(1) The carrier may only oppose any objections concerning the validity of the declarations in the loading certificate or arising from the contents of the loading certificate or directly to the carrier, to the person entitled to the charge from the loading certificate. shall be entitled to the person entitled from the charging point. An agreement to which only reference is made in the loading note is not the contents of the loading note. (2) If an exporting carrier is used in accordance with § 437 of the carrier entitled to the loading ship, the exporter may also be responsible for the agreement. Applications as referred to in paragraph 1. Unofficial table of contents

§ 448 The traditional effect of the charging note

The remission of the loading note to the consignee designated therein shall have the same effects as the transfer of the good for the acquisition of rights to the goods, provided that the carrier is in possession of the property. The same shall apply to the transfer of the charging note to third parties. Unofficial table of contents

Section 449 Differing agreements on liability

(1) Insofar as the contract of carriage is not the subject of the transportation of letters or letters-like broadcasts, the liability provisions in § 413 (2), § § 414, 418 (6), § 422 (3), § § 425 to 438, 445 (3) and § 446 Paragraph 2 shall only be withdrawn by agreement which shall be negotiated in detail, even if it is concluded between the same Contracting Parties for a majority of similar contracts. However, the carrier may not, in relation to a recipient designated in the loading certificate, to which the loading certificate is situated, on a destination in the loading vessel which deviates from the provisions referred to in the first sentence, to the detriment of the person entitled to the charge from the charging certificate. (2) By way of derogation from paragraph 1, the compensation to be paid by the carrier for loss of or damage to the goods may also be made by pre-formulating the terms and conditions of the contract shall be limited to a sum other than those provided for in Article 431 (1) and (2); where this amount is
1.
shall be between 2 and 40 units of account and the user of the pre-formulated terms of the contract shall indicate to its contracting party in an appropriate manner that they provide for an amount other than that provided for by law; or
2.
is less favourable to the user of the pre-formulated contractual conditions than the amount provided for in Article 431 (1) and (2).
In addition, by way of derogation from paragraph 1, the compensation of the amount to be paid by the shipper pursuant to § 414 may be limited by pre-formulated terms and conditions. (3) If the sender is a consumer, in no case may he be at his disadvantage by the person in question. , unless the contract of carriage relates to the carriage of letters or letters-like consignments. (4) The provisions of paragraphs 1 to 3 shall be subject to the provisions of the contract of carriage of foreign law. if, according to the Treaty, both the place of acquisition and the place of the Delivery of the goods within the country. Unofficial table of contents

Section 450 Application of maritime law

If the contract of carriage is the object of the carriage of the goods without transhipment, both on inland waters and on sea waters, the contract shall apply to the law of the sea where the contract is concerned, if:
1.
a connossement is issued, or
2.
the route to be covered by sea waters is the larger one.

Second subsection
Transport of moving goods

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Section 451 Relocation contract

Where the contract of carriage is the object of the carriage of goods, the provisions of the first sub-section shall be applied to the contract in so far as the following special provisions or international conventions to be applied shall not otherwise apply to the contract. . Unofficial table of contents

Section 451a Obligations of the carrier

(1) The obligations of the carrier also include the removal and installation of the furniture as well as the loading and unloading of the goods to be moved. (2) If the sender is a consumer, the obligations of the carrier also include the execution of other items on the move. -related services such as packaging and labelling of the goods to be covered. Unofficial table of contents

Section 451b of the consignment note. Dangerous good. Accompanying documents. Reporting and reporting obligations

(1) By way of derogation from § 408, the sender is not obliged to issue a consignment note. (2) The sender is a consumer, and if the sender is a consumer, by way of derogation from § 410, the shipper is only obliged to inform the carrier of the cargo. to inform the public of the risk in general; the information shall not be in any form. The carrier shall inform the shipper of the obligation laid down in the first sentence of paragraph 1. (3) The carrier shall inform the shipper, if he is a consumer, of the customs and other administrative provisions to be observed. However, it is not obliged to check whether documents made available by the sender are accurate and complete information. Unofficial table of contents

§ 451c (omitted)

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§ 451d Special Disclaimer

(1) By way of derogation from § 427, the carrier shall be exempted from his liability in so far as the loss or damage can be attributed to one of the following hazards:
1.
Promotion of precious metals, jewels, precious stones, money, stamps, coins, securities or documents;
2.
inadequate packaging or labelling by the sender;
3.
Treat, load or unload the goods by the sender;
4.
Transport of goods not packed by the carrier in containers;
5.
Loading or unloading of goods, the size or weight of which does not correspond to the room conditions at the loading point or place of unloading, provided that the consignor points out the risk of damage to the shipper and the shipper is on the the performance of the performance;
6.
the transport of live animals or of plants;
7.
the natural or deficient nature of the good, which makes it particularly easy to damage, in particular through breakage, malfunction, rust, internal spoiding or running out.
(2) Where a damage has occurred which, in the circumstances of the case, could arise from one of the hazards referred to in paragraph 1, it shall be presumed that the damage has been caused by that danger. (3) The carrier may be referred to in paragraph 1 only if he has taken all the measures he may have under the circumstances and has taken special instructions. Unofficial table of contents

§ 451e Liability limit

By way of derogation from § 431 (1) and (2), the carrier's liability is limited due to loss or damage to an amount of 620 euros per cubic meter of cargo space required for the performance of the contract. Unofficial table of contents

§ 451f Failure indication

By way of derogation from § 438 (1) and (2), claims shall be extinguishing due to loss or damage of the good,
1.
if the loss or damage to the goods has been discernable and the carrier has not been shown not later than the day after delivery,
2.
if the loss or damage has not been identified externally and the carrier has not been shown within fourteen days of delivery.
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Section 451g omission of liability exemptions and limitations

If the sender is a consumer, the carrier or a person referred to in § 428 may be
1.
to the exemptions and limitations of liability provided for in § § 451d and 451e and in the First Subsection, insofar as the carrier fails to inform the shipper at the conclusion of the contract concerning the liability provisions teaching and indicating the possibilities of agreeing on further liability or reassuring the good,
2.
§ 451f in conjunction with § 438 not to be called, in so far as the carrier fails to inform the recipient at the latest upon the delivery of the goods on the form and period of the damage indication as well as the legal consequences when the damage indication is not .
The information referred to in the first sentence of 1 (1) must be particularly highlighted in terms of printing technology. Unofficial table of contents

Section 451h Deviating agreements

(1) Where the shipper is a consumer, the liability of the carrier and of the sender of this sub-section and the provisions of the first sub-section thereafter applicable to the transfer contract shall not apply to the shipper. (2) In all cases other than those referred to in paragraph 1, the provisions referred to in paragraph 1 may derogate only by agreement which has been negotiated in detail, even if, for a majority of cases, it may be of similar contracts concluded between the same Contracting Parties. However, the compensation to be paid by the carrier for loss of or damage to the goods may also be limited by pre-formulated terms and conditions to a sum other than the amount provided for in § 451e, if the user of the the contractual terms and conditions of the contract shall indicate to its contractual partner in an appropriate manner that they provide for an amount other than the statutory amount. In addition, the compensation of the amount to be paid by the shipper pursuant to § 414 may be limited by pre-formulated terms and conditions. (3) If the transfer contract is subject to foreign law, paragraphs 1 and 2 shall be applied in the same way if, after the contract of the location of the takeover and the place of delivery of the goods within the territory of the country.

Third Subsection
Transport with various means of transport

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Section 452 of the contract of carriage of a transport with a variety of means of transport

Where the carriage of the goods is carried out on the basis of a uniform contract of carriage with a variety of means of transport, and if, for each part of the carriage, each part of the carriage is carried out by means of a transport means (section), between the If a separate contract had been concluded and at least two of these contracts were subject to different legislation, the provisions of the first sub-section shall apply to the contract in so far as the following provisions are applicable: special provisions or international conventions to be applied . This shall apply even if a part of the carriage is carried out by sea. Unofficial table of contents

Section 452a acquaintance of the damage

If it is established that the loss, damage or event which has resulted in a delay in the delivery period has occurred on a particular part of the journey, the liability of the carrier shall be determined by way of derogation from the provisions of the First sub-section under the legislation to be applied to a contract for carriage on this part-haul. The proof that the loss, damage or the event leading to an overshoot of the delivery period has occurred on a particular stretch shall be the responsibility of the person who asserts it. Unofficial table of contents

§ 452b Failure indication. Statute of limitations

(1) § 438 shall be applied irrespective of whether the site of the damage is unknown, is known or is later known. The form and time limit prescribed for the damage indication shall also be maintained if the provisions to be applied to a contract for carriage on the last part-haul are complied with. (2) For the beginning of the limitation period of the Claim for loss, damage or exceeding of the delivery period shall be the date of delivery to the consignee, if the delivery date is to be cancelled. The claim shall be forfeited even in the case of a known damage site at the earliest in accordance with § 439. Unofficial table of contents

Section 452c Relocation contract for a transport with various means of transport

Where the contract of carriage relates to the carriage of goods with a variety of means of transport, the provisions of the second sub-section shall be applied to the contract. § 452a is to be applied only to the extent that provisions of an international agreement binding the Federal Republic of Germany apply to the part of the distance on which the damage occurred. Unofficial table of contents

Section 452d Deviating agreements

(1) The provisions of Section 452b (2) sentence 1 can only be deviated by agreement which is negotiated in detail, even if the agreement is concluded between the same Contracting Parties for a plurality of similar contracts. The other provisions of this subsection may only be deviated by contractual agreement in so far as the provisions referred to therein permit agreements which differ. (2) By way of derogation from paragraph 1, however, it may also be Contractual terms and conditions are agreed upon, that the liability in the case of known damage site (§ 452a)
1.
regardless of the part of the damage on which the damage occurs, or
2.
in the event of the entry into force of a part-route referred to in the agreement
in accordance with the provisions of the First Subsection. (3) Agreements which preclude the application of the mandatory provisions of a binding international agreement applicable to the Federal Republic of Germany, shall be ineffective.

Fifth Section
Forwarding business

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§ 453 Speditionsvertrag

(1) The forwarding agreement obliges the forwarding agent to obtain the dispatch of the goods. (2) The consignor shall be obliged to pay the agreed remuneration. (3) The provisions of this section shall apply only if the errands of the Shipping is part of the operation of a commercial enterprise. If the company does not require a commercial operation in a commercial manner and the company of the company is not entered in the commercial register in accordance with § 2, the forwarding business shall also be required to: to the extent that the provisions of the First Section of the Fourth Book are to be applied in addition; however, this does not apply to § § 348 to 350. Unofficial table of contents

§ 454 Concern for dispatch

(1) The obligation to obtain the consignment shall include the organisation of the transport, in particular:
1.
the determination of the means of transport and of the transport route,
2.
the selection of exporting contractors, the completion of the freight, storage and forwarding contracts required for dispatch, and the issuing of information and instructions to the exporting contractors; and
3.
the protection of claims for damages by the consignor.
(2) The freight forwarder's obligations also include the execution of other agreed upon transport-related services, such as insurance and packaging of the goods, their identification and customs treatment. However, the freight forwarder only owes the conclusion of the contracts required for the provision of such services if this is the result of the agreement. (3) The freight forwarder shall conclude the necessary contracts in his own name or, in so far as he may do so. (4) In the event of the fulfilment of his duties, the forwarding agent shall be responsible for the interest of the consignor and to follow his instructions. Unofficial table of contents

Section 455 Treatment of the good, accompanying documents, notification and disclosure obligations

(1) The consignor shall be obliged to package and label the goods, where necessary, and to make available to documents and to provide all information required by the freight forwarder for the purpose of fulfilling his duties. If dangerous goods are to be dispatched, the consignor has to inform the forwarding agent in good time in text form the exact nature of the danger and, if necessary, to take any precautionary measures to be taken. (2) The consignor has, even if he has no fault to replace the freight forwarder with damages and expenses caused by
1.
insufficient packaging or labelling,
2.
Refrain from communication on the dangerousness of the good or
3.
Absence, lack of completeness or inaccuracy of the documents or information necessary for the official treatment of the good.
§ 414 (2) shall apply accordingly. (3) If the consignor is a consumer, he shall only replace the carrier for damages and expenses in accordance with paragraph 2 in so far as he or she is responsible for the fault. Unofficial table of contents

§ 456 Maturity of remuneration

The remuneration shall be paid if the goods have been handed over to the carrier or the freight forwarders. Unofficial table of contents

Section 457 Claims of the consignor

The consignor may only make claims from a contract concluded by the forwarding agent for the account of the consignor in his own name only after the assignment. However, such claims and the fulfilment of such claims shall be deemed to be transferred to the shipper in relation to the creditors of the freight forwarder. Unofficial table of contents

Section 458 Self-entry

The freight forwarder is entitled to carry out the transport of the goods by self-entry. Where he makes use of that power, he shall have the rights and obligations of a carrier or a freighter in respect of the carriage. In this case, in addition to the remuneration for his activity as a freight forwarder, he may require the ordinary cargo. Unofficial table of contents

§ 459 Spedition at fixed costs

To the extent that a certain amount is agreed upon as remuneration, the carrier shall have the rights and obligations of a carrier or a carrier in respect of the carriage. In this case, he shall be entitled to compensation for his expenses only if this is customary. Unofficial table of contents

Section 460 Collection charge

(1) The carrier shall have the power to effect the dispatch of the goods together with the good of another consignor on the basis of a contract of carriage concluded for his account via a summons. (2) Power of the freight forwarder shall be exercised by that power, according to it shall have the rights and obligations of a carrier or a freighter with regard to the carriage in a summoned charge. In this case, the freight forwarder may require an appropriate remuneration in the circumstances, but at the most, the freight ordinary for the carriage of the individual goods. Unofficial table of contents

§ 461 Liability of the freight forwarder

(1) The freight forwarder shall be liable for the damage caused by loss or damage to the goods in his care. § § 426, 427, 429, 430, 431 (1), (2) and (4), § § 432, 434 to 436 shall apply accordingly. (2) For damage which has not been caused by loss or damage of the goods in the custody of the freight forwarder, the carrier shall be liable if: he violates a duty on him according to § 454. He is exempt from this liability if the damage could not be averted due to the diligence of a prudent businessman. (3) In the course of the emergence of the damage, a behaviour of the consignor or a particular defect of the good has been involved, according to the obligation to replace and the extent of the replacement shall depend on the extent to which these circumstances have contributed to the damage. Unofficial table of contents

§ 462 Liability for others

The carrier has to represent acts and omissions of its people to the same extent as their own actions and omissions, when the people act in the exercise of their own actions. The same applies to acts and omissions of other persons, the persons of which he/she serves in the performance of his duty to obtain the consignment. Unofficial table of contents

§ 463 statute of limitations

§ 439 shall apply mutaficily to the limitation of claims arising out of a benefit subject to the provisions of this Section. Unofficial table of contents

Section 464 Pfandrecht of the freight forwarder

The forwarding agent shall have a lien on the goods of the consignor or a third party who have been handed over to the forwarding agent for the dispatch of the goods for all claims arising from the forwarding contract. The freight forwarder also has a lien on the consignor's estate for all undisputed claims from other freight forwarding, freight, sea freight and storage contracts concluded with the consignor. The provisions of Section 440 (1), third sentence, and paragraphs 2 to 4 shall apply accordingly. Unofficial table of contents

§ 465 Post-forwarding agent

(1) If, in addition to the carrier, a freight forwarder also has a freight forwarder and has to effect the delivery, the forwarding agent shall apply in accordance with § 441 (1). (2) If a previous carrier or carrier is to be transported by a the following forwarding agent shall satisfy the request and the lien of the former shall pass to the latter. Unofficial table of contents

Section 466 Differing agreements on liability

(1) Insofar as the forwarding agreement does not contain the dispatch of letters or letters-like broadcasts, the liability provisions in § 455 (2) and (3), § 461 (1) and § § 462 and 463 may only deviate by agreement. (2) By way of derogation from paragraph 1, the compensation to be paid by the freight forwarder may be due to loss or damage to the contract. (2) Damage to the good also by pre-formulated contract terms on a different one than the the amount provided for in Article 431 (1) and (2) shall be limited if that amount is
1.
shall be between 2 and 40 units of account and the user of the pre-formulated terms of the contract shall indicate to its contracting party in an appropriate manner that they provide for an amount other than that provided for by law; or
2.
is less favourable to the user of the pre-formulated contractual conditions than the amount provided for in Article 431 (1) and (2).
In addition, the compensation of the amount to be paid by the consignor pursuant to § 455 (2) or (3) may be limited by pre-formulated contractual conditions. (3) § 458 sentence 2, § 459 sentence 1 and § 460 (2) sentence 1 can only be provided by contractual agreement (4) If the consignor is a consumer, he may not, under any circumstances, deviate from the provisions referred to in paragraph 1 at his disadvantage. , unless the forwarding contract has the carriage of letters or letter-like (5) If the forwarding contract is subject to foreign law, paragraphs 1 to 4 shall be applied in the same way if, according to the contract, both the location of the takeover and the place of delivery of the goods are within the territory of the country.

Sixth Section
Storeroom

Unofficial table of contents

§ 467 Stock

(1) The storage contract requires the warehousekeeper to store and store the goods. (2) The depositor shall be obliged to pay the agreed remuneration. (3) The provisions of this section shall apply only if the storage and storage and Storage for the operation of a commercial enterprise. If the enterprise does not require a commercial operation in a commercial manner and the company of the company is not entered in the commercial register in accordance with § 2, the company shall also be required to provide the warehouse for the storage of the business. to the extent that the provisions of the First Section of the Fourth Book are to be applied in addition; however, this does not apply to § § 348 to 350. Unofficial table of contents

Section 468 Treatment of the good, accompanying documents, notification and disclosure obligations

(1) The depositor shall be obliged to inform the warehousekeeper of the exact nature of the risk and, where necessary, precautionary measures to be taken, in good time in writing, when dangerous goods are to be stored. It shall also, where necessary, package and label the goods and make available to documents and give all the information required by the warehousekeeper for the performance of his duties. (2) If the depositor is a consumer, by way of derogation from paragraph 1
1.
the warehousekeeper shall, where necessary, be required to pack and label the goods,
2.
the depositor only undertakes to inform the warehousekeeper of the danger posed by the goods in general; the information is not in any form.
The warehousekeeper shall, in this case, inform the depositor of the duty to which he is obliged to carry out an official treatment of the good pursuant to the second sentence of the first sentence of paragraph 2 and of the administrative provisions to be taken by him. (3) The invitation to the holder shall, even if he does not: Fault to replace the warehousekeeper with damages and expenses caused by
1.
insufficient packaging or labelling,
2.
Refrain from communication on the dangerousness of the good or
3.
Absence, incompleteness or inaccuracy of the documents or information referred to in § 413 (1).
§ 414 (2) shall be applied accordingly. (4) If the depositor is a consumer, he shall only reimbursethe warehousekeeper for damages and expenses in accordance with paragraph 3, insofar as he or she is responsible for a fault. Unofficial table of contents

§ 469 Storage

(1) The warehousekeeper shall only be entitled to mix reasonable matters with other matters of the same kind and quality if the participating warehousekeepers expressly agree. (2) If the warehousekeeper is entitled to mix good, then the Time of storage from the owners of the stored items of co-ownership according to fractions. (3) The warehousekeeper can deliver the proportion due to him without the need for the approval of the other parties concerned. Unofficial table of contents

§ 470 Receiving of the Good

If good, which is sent to the warehousekeeper, at the time of reception in a damaged or defective condition, which can be recognized externally, the warehousekeeper shall secure claims for damages of the warehousekeeper and shall immediately inform the warehousekeeper of the damage. Message to be given. Unofficial table of contents

§ 471 preservation of the good

(1) The warehousekeeper shall allow the warehousekeeper to visit the estate, the taking of samples and the actions necessary for the preservation of the good during the business hours. However, it is entitled and, in the case of collection storage, also obliged to carry out the work itself necessary for the maintenance of the good. (2) After the reception, changes to the good were created or to be feared, which resulted in the loss or the loss of the goods. If damage to the goods or damage of the warehousekeeper is to be expected, the warehousekeeper shall immediately notify the latter or, if a storage certificate is issued, the last legitimate owner of the certificate which has become known to him, and whose instructions are to be obtained. If the warehousekeeper cannot obtain instructions within a reasonable period of time, he shall take the appropriate measures. He may, in particular, have the goods sold in accordance with § 373; if he makes use of that power, the warehousekeeper shall have the threat of sale provided for in Section 373 (3) and the same as in paragraph 5 thereof, if a storage certificate is issued. To set out the necessary notifications to the last legitimate owner of the storage bill. Unofficial table of contents

§ 472 Insurance, Invitation to a third party

(1) The warehousekeeper is obliged to insure the goods at the request of the warehousekeeper. If the depositor is a consumer, the warehousekeeper shall inform him of the possibility to insure the goods. (2) The warehousekeeper shall only be entitled to store the goods with a third party if the warehousekeeper has expressly permitted him to do so. Unofficial table of contents

§ 473 Duration of storage

(1) The depositor may request the goods at any time. If the storage contract is closed for an indefinite period, however, it may terminate the contract only in compliance with a notice period of one month, unless there is an important reason for the termination of the contract without compliance with the contract. (2) The warehousekeeper may request the withdrawal of the goods after expiry of the agreed storage period or upon storage indefinitely after termination of the contract, subject to a notice period of one month. If there is an important reason, the warehousekeeper can demand the withdrawal of the goods even before the expiry of the storage period and without a notice period. (3) If a storage certificate is issued, the termination and the demand for withdrawal shall be made to the the last legitimate owner of the storage certificate, which has become known to the warehousekeeper. Unofficial table of contents

Section 474 Application for remission

The warehousekeeper is entitled to compensation for his expenses incurred in respect of the goods, insofar as he may have considered it necessary in the circumstances. Unofficial table of contents

§ 475 Liability for loss or damage

The warehousekeeper shall be liable for the damage caused by loss of or damage to the goods in the period from the take-over to storage until delivery, unless the damage is not averted by the care of a prudent businessman. could be. This shall also apply if the warehousekeeper deposits the goods with a third party in accordance with Section 472 (2). Unofficial table of contents

§ 475a Verannual

§ 439 shall apply to the limitation of claims arising from storage subject to the provisions of this section. In the event of total loss, the period of limitation shall begin at the end of the day on which the warehousekeeper displays the loss to the warehousekeeper or, if a storage certificate is issued, the last legitimate owner of the storage certificate which has become known to him. Unofficial table of contents

Section 475b Pfandrecht of the warehousekeeper

(1) The warehousekeeper shall have a lien on the goods of the warehousekeeper or of a third party who has consented to the storage for all claims arising from the storage contract. The warehousekeeper also has a lien on the goods of the warehousekeeper for all undisputed claims from other warehouses, freight, sea freight and forwarding contracts concluded with the warehousekeeper. The lien also extends to the claim from insurance as well as to the accompanying documents. (2) If an order storage certificate has been transferred by Indossament, the lien shall consist of the legitimate owner of the storage certificate only because of the remuneration and expenses which are apparent from the storage certificate or which were known to him in the event of purchase of the storage certificate or were unknown as a result of gross negligence. (3) The lien exists as long as the warehousekeeper holds the goods in his possession has, in particular, as long as it is carried out by means of connossements, loading notes It can have a storage appearance. Unofficial table of contents

§ 475c Stock Ticket. Authorisation

(1) The obligation to extradite the good may be issued by the warehousekeeper after he has received the goods, a storage certificate containing the following information:
1.
the place and date of issue of the storage certificate;
2.
the name and address of the depositor;
3.
the name and address of the warehousekeeper;
4.
the place and day of storage;
5.
the usual description of the nature of the goods and the nature of the packaging, in the case of dangerous goods, their name, which is otherwise generally accepted in accordance with the provisions of the dangerous goods regulations;
6.
the number, signs and numbers of the packages;
7.
Gross weight or otherwise specified quantity of good;
8.
in the case of collection storage, an endorsement of this.
(2) Information may be entered in the storage certificate, which the warehousekeeper considers appropriate. (3) The storage certificate shall be signed by the warehousekeeper. A replica of the personal signature by printing or stamping is sufficient. (4) An electronic record, which fulfils the same functions as the storage certificate, is placed on the same footing as the storage certificate, provided that it is ensured that the Authenticity and the integrity of the recording are preserved (electronic storage certificate). The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of the Interior, by legal regulation which does not require the consent of the Federal Council, the details of the exhibition, submission, return and the transfer of an electronic storage certificate and the details of the proceedings relating to subsequent entries in an electronic storage certificate. Unofficial table of contents

Section 475d The effect of the storage certificate. Legitimation

(1) The storage certificate justifies the presumption that the goods and their packaging have been taken over in relation to the external recognizable condition as well as on the number, signs and numbers of the packages as described in the storage certificate. If the raw weight or the other specified quantity of the goods or the content of the warehousekeeper has been checked and the result of the inspection has been entered in the storage certificate, it shall also justify the presumption that the weight, quantity or content of the stock shall be: (2) If the storage certificate is issued to a person who is designated as entitled to receive the goods, the warehousekeeper may not refute that person's presumption pursuant to paragraph 1, unless the person has the right to was known at the time of storage of the storage certificate or as a result of gross negligence unknown, that the information in the storage certificate is incorrect. The same shall apply to a third party to which the storage certificate is transferred. (3) The contractual claims securitised in the storage certificate can only be asserted by the person entitled to the storage certificate. For the benefit of the legitimate owner of the storage certificate, it is presumed that he is the person entitled to the storage certificate. The legitimate owner of the storage certificate shall be who owns a storage certificate, the
1.
to the holder,
2.
is to order and to designate the owner as the person entitled to receive the goods, or to identify him or her by an uninterrupted series of indossaments; or
3.
to the name of the owner.
Unofficial table of contents

Section 475e extradition against the return of the storage certificate

(1) The authorized owner of the warehouse shall be entitled to demand the delivery of the goods by the warehousekeeper. (2) If a storage certificate is issued, the warehousekeeper shall be returned to the delivery of the goods only against the return of the storage certificate, on which the goods are returned. Extradition is attested, obligated. The warehousekeeper is not obliged to check the authenticity of the indossamente. However, he shall not extradite the goods to the legitimate owner of the warehouse, if he is known or is not known as a result of gross negligence that the legitimate owner of the storage certificate is not the holder of the storage certificate. (3) Delivery of a part of the goods takes place against depreciation on the storage certificate. The depreciation note shall be signed by the warehousekeeper. (4) The warehousekeeper shall be liable for the damage resulting from the storage certificate for the damage resulting from the fact that he has delivered the goods without having to return the storage certificate or without a notice of depreciation. Unofficial table of contents

§ 475f objections

The holder of the storage certificate may oppose only those objections concerning the validity of the declarations in the warehouse or from the contents of the storage certificate or the storage holder directly opposite the storage certificate. from the storage certificate. An agreement that is merely referred to in the storage certificate is not the contents of the storage certificate. Unofficial table of contents

§ 475g Traditional effect of the warehouse

The forgiveness of the storage certificate to the person who is designated therein as the person entitled to receive the goods shall have the same effects as the transfer of the good, provided that the warehousekeeper holds the property in possession of the goods. The same applies to the transfer of the storage licence to third parties. Unofficial table of contents

Section 475h Differing agreements

If the depositor is a consumer, it is not possible to deviate from the disadvantage of § § 475a and 475e paragraph 4.

Fifth Book
Maritime trade

First section
Persons of navigation

Unofficial table of contents

§ 476 Reeder

Shipowner shall be the owner of a ship operated by him for the purpose of obtaining a sea voyage. Unofficial table of contents

§ 477 Ausrüster

(2) The supplier is considered to be a shipowner in relation to a third party. (3) If the owner of a ship is taken up by a third party as a shipowner, he/she shall be considered as a shipowner. (2) He may rely on the third party only to the extent that he or she does not, but an equipment supplier, operates the ship for the acquisition by sea, if he/she immediately after the claim of entitlement to the third party has the name and address of the supplier. shall be communicated. Unofficial table of contents

Section 478 Shipyards

The ship ' s crew shall consist of the master, the ship ' s officers, the ship crew and any other person engaged in the operation of the vessel, who is employed by the shipowner or the supplier of the ship, or the shipowner or the equipment supplier of the ship ' s vessel. are left to a third party for work in the course of the operation of the ship, and which are subject to the instructions of the master. Unofficial table of contents

§ 479 Rights of the captain. Diary

(1) The master shall be empowered to carry out all the transactions and acts which the operation of the ship normally entails for the shipowner. This power also extends to the conclusion of freight contracts and to the issuing of connossements. A restriction of this power requires a third party to be subject to it only if he knew it or had to know it. (2) If a diary is to be carried on the ship, the master shall bear all the accidents that occurred during the journey , which may affect the ship, persons or cargo, or may otherwise result in an asset disadvantage. The accidents shall be described with the indication of the means used to avoid or reduce the disadvantages. The persons affected by the accident may require a copy of the entries for the accident and a certification of this transcript. Unofficial table of contents

§ 480 Reeders responsibility for ship's personnel and pilots

If a member of the ship ' s crew or a pilot acting on board has made his duties liable to a third party in the performance of his duties, the shipowner shall also be liable for the damage. However, the shipowner shall be liable to a charge operator for damage caused by loss of or damage to good that is carried by the ship, only as if he were the carrier; § 509 shall be applied accordingly.

Second section
Transport contracts

First subsection
Sea freight contracts

First Title
Lump Contract Contract

First subtitle
General provisions

Unofficial table of contents

§ 481 Main obligations. Scope

(1) By means of the contract for cargo cargo, the carrier is obliged to transport the goods by sea to the destination by sea and to deliver it to the consignee. (2) The charterer is obliged to pay the agreed cargo. (3) The The provisions of this Title shall apply if the carriage is part of the operation of a commercial enterprise. If the enterprise does not require a commercial operation established in a commercial manner and the company is not registered in the commercial register in accordance with § 2, the company shall be required to enter the contract for the goods contract. to the extent to which the provisions of the First Section of the Fourth Book are to be applied in addition; however, this shall not apply in the case of § § 348 to 350. Unofficial table of contents

Section 482 General information on the good

(1) The respondent shall make the information necessary for carrying out the transport goods to the freight carrier before the transfer of the good. In particular, the interrogator shall, in writing, provide information on measure, number or weight as well as on the signs and the nature of the goods. (2) A third party named by the respondent shall also transfer the goods to the carrier for carriage, so that the carrier may also shall require the information referred to in the second sentence of paragraph 1. Unofficial table of contents

Section 483 Dangerous Goods

(1) If dangerous goods are to be transported, the respondent and the third party referred to in § 482 (2) shall, in good time in text form, inform the interrogator of the exact nature of the risk and, where necessary, precautions to be taken. (2) The shipper may, unless he, the master or the ship ' s agent, have been aware of the nature of the hazard in the event of taking over the goods or, in any event, have been informed of the risk of loading, reloading, carrying back or, where necessary, Destroy or render harmless without being liable to the chartering person for the purposes of replacement . If, in the event of a transfer of the good, the carrier, the master or the ship ' s agent was aware of the nature of the hazard, or if it had been communicated to it, the carrier may only take the measures referred to in the first sentence, without the charterer therefore being able to take the necessary measures. where the dangerous goods ship or cargo is endangered and the danger has not been caused by a fault of the shiver. (3) The carrier may be subject to the respondent and to the third party referred to in § 482 (2), provided that it has provided incorrect or incomplete information in the case of unloading, on account of the , measures taken in the first sentence of paragraph 2 shall require reimbursement of the necessary expenditure. Unofficial table of contents

§ 484 Packaging. Marking

The respondent shall pack the goods in such a way that, taking into account the agreed transport, the goods must be packed in such a way that it is protected from loss and damage, and that there will be no damage to the freight carrier. If the goods are to be transferred in a container, on a pallet or in or on another loading means for transport used for the summary of cargo, the respondent shall also have the goods in or on the loading means. safe to store and secure. The respondent also has the property to be marked as far as this is required by the contract. Unofficial table of contents

§ 485 Sea and charge studability

The freighter shall ensure that the ship is in a seaworthy position, equipped, equipped, manned and provided with sufficient supplies (seaworthiness), and that the cargo spaces, including the refrigerating and freezing rooms, as well as the all other parts of the ship, in or on which goods are loaded, in the condition necessary for the reception, transport and maintenance of the goods (charge-stuffing). Unofficial table of contents

§ 486 Download. Loading. Recharge. Delete

(1) The respondent shall have the transfer of the good to the carrier for the carriage (unloading) within the contractually agreed time. The carrier shall give a written acknowledgement of receipt at the request of the person who charges the good. The receiving confession can also be issued in a connossement or sea freight letter. (2) As far as nothing else results from the circumstances or the traffic siting, the carrier has to load the goods into the ship and to store and secure it there (3) If the goods are in a container, the carrier is authorized to recharge the container. (4) The freighter must not charge the goods on deck without the consent of the charterers. If a connossement is issued, the approval of the ablader (§ 513 paragraph 2) is required. However, the goods may be loaded on deck without consent if it is in or on a loading means suitable for carriage on deck, and when the deck is equipped for the transport of such a loading means. Unofficial table of contents

Section 487 accompanying documents

(1) The respondent shall provide the carrier with all documents and information necessary for official treatment, in particular customs clearance, before delivery. (2) The carrier shall be responsible for the damage responsible, which has been caused by loss of or damage to the documents handed over to him or by the incorrect use thereof, unless the damage could not have been averted by the diligence of a regular freighter. The liability is limited to the amount that would be payable in case of loss of good. An agreement which broadens or further reduces liability shall be effective only if it is negotiated in detail, even if it is concluded between the same Contracting Parties for a majority of similar contracts. However, a provision in the connossement, which further reduces liability, is not effective in relation to third parties. Unofficial table of contents

§ 488 Liability of the respondent and third parties

(1) The respondent shall reimbursed the carrier for damages and expenses caused by
1.
Inaccuracy or incompleteness of the information required for the good,
2.
Refrain from the communication on the dangerousness of the good,
3.
insufficient packaging or labelling, or
4.
Absence, incompleteness or inaccuracy of the documents or information referred to in § 487 (1).
However, the respondent is exempted from his liability if he is not responsible for the breach of duty. (2) Power of the third party referred to in § 482 (2), incorrect or incomplete information in the case of the unloading, or if he/she does not inform the carrier about To inform the dangerous nature of the goods, the carrier may also request that the damage and expenses caused thereby be replaced by this replacement. This does not apply if the third party does not have to represent the breach of duty. (3) If a connossement is issued, then the charterer and the loader (§ 513 (2)), even if it does not have any fault, have damage and expense to the connosment that are caused by
1.
Inaccuracy or incompleteness of the information entered in the connossement in accordance with Section 515 (1) (8) on measure, number or weight as well as on the mark of the good or
2.
Refrain from the communication on the dangerousness of the good.
However, each of them shall be liable to the carrier only for the damages and expenses incurred as a result of the inaccuracy or incompleteness of his/her respective information. (4) If the damage or expense has been caused, the behaviour of the The obligation of the respondent and the defendant in accordance with paragraph 3 to the replacement as well as the extent of the revenue to be paid shall depend on the extent to which this behaviour contributed to the damage and expenses. (5) Agreement which excludes the liability referred to in paragraphs 1, 2 or 3 shall be effective only if: it shall be negotiated in detail, even if it is concluded between the same Contracting Parties for a plurality of similar contracts. However, by way of derogation from the first sentence, the amount of compensation to be paid by charterers or shippers may also be limited to pre-formulated terms and conditions of the contract. Unofficial table of contents

Section 489 Termination by the respondent

(1) The respondent may terminate the contract for the contract of goods at any time. (2) The respondent dismissal, so the carrier may require the following:
1.
the agreed cargo and expenses to be replaced, taking into account what the carrier saves or otherwise acquires or otherwise acquires in other ways as a result of the cancellation of the contract, or
2.
one third of the agreed freight (fautfracht).
Where the denunciation is based on grounds attributable to the risk area of the consignment, the right to fence is not required in accordance with the first sentence of the first sentence of paragraph 2, in which case the claim referred to in the first sentence of the first subparagraph shall also be waived, in so far as the carriage for the transport of the goods to be carried out Charterers are not of interest. (3) If goods have already been loaded before termination of the contract, the carrier may take measures at the expense of the respondent in accordance with § 492 (3) sentences 2 to 4. By way of derogation from the first sentence, the costs shall be borne by the freighter on the basis of the termination on grounds attributable to the risk area of the consignor. Unofficial table of contents

§ 490 Rights of the freighter in the event of a satiful charge

(1) If the respondent does not have the goods to be loaded or is not completely within the time agreed upon in the contract, the respondent may set a reasonable time limit within which the goods are to be unloaded. (2) If it is not charged until the expiry of the time limit set in accordance with paragraph 1, or if it is obvious that the unloading will not be effected within this period, the carrier may terminate the contract and claim the claims in accordance with section 489 (2). (3) If the goods are only partially unloaded until the end of the period laid down in accordance with paragraph 1, In this way, the freighter can carry the already loaded part of the good and demand the full cargo as well as reimbursement of the expenses incurred by the lack of a part of the good. However, the cargo is to be deducted from the full cargo for the transport of that good which the freighter carries with the same ship instead of the non-loaded good. In addition, in so far as the person concerned departs from the safety of the full cargo by the absence of a part of the good, he may also require a different security. (4) The carrier may exercise the rights referred to in paragraph 2 or 3 even without a time limit. if the respondent or the third party referred to in § 482 (2) seriously and definitively refuses to discharge. He may also terminate the contract referred to in paragraph 2 without notice, even if there are special circumstances which make the continuation of the contractual relationship unreasonable under consideration of the mutual interests. (5) The carrier shall be subject to the following conditions: Rights not to the extent that the good is not charged within the contractually agreed time for reasons which are attributable to the risk area of the freighter. Unofficial table of contents

Section 491 Post-post instructions

(1) In so far as § 520 (1) does not determine any deviation, the respondent is entitled to dispose of the good. It may, in particular, require that the freight carrier does not move the goods further, carries it to another destination or supplies it to another extinguishing place or to another recipient. The interrogator is only obliged to comply with such instructions in so far as the execution of such instructions does not threaten the operation of his company or damage to the charterers or recipients of other broadcasts. It may require the respondent to pay compensation for expenses incurred by the execution of the instruction, as well as an adequate remuneration; the carrier may make the order subject to an advance payment. (2) The right of disposal of the Charterers are extinguished after the arrival of the goods at the extinguishing site. From that date, the right of disposal referred to in paragraph 1 shall be entitled to the consignee. If the recipient makes use of this right, he/she shall replace the expenses incurred by the consignee as well as to pay an appropriate remuneration; the carrier may make the compliance of the instruction subject to an advance payment. (3) Where a sea freight letter has been issued, the charterer may exercise his right of disposal only on presentation of the copy of the sea freight letter which he has determined, provided that this is required. (4) The shifter intends to give him a right to dispose of the sea freight letter. not to follow the instructions given to him, he has given to those who have given the instructions, (5) If the exercise of the right of disposal has been made conditional on the submission of a sea freight letter, the convoy shall execute a instruction without having to submit the copy of the sea-freight letter, He shall be liable to the person entitled to the damage resulting therefrom. The liability is limited to the amount that would be payable in case of loss of good. An agreement which broadens or further reduces liability shall be effective only if it is negotiated in detail, even if it is concluded between the same Contracting Parties for a majority of similar contracts. Unofficial table of contents

Section 492 Transport and delivery obstacles

(1) If, after the acceptance of the goods, it becomes apparent that the carriage or delivery cannot be carried out in accordance with the contract, the carrier shall obtain instructions of the person entitled to dispose of the goods in accordance with § 491 or § 520. If the recipient is entitled to dispose of the goods and if he is not to be identified or refused acceptance of the goods, if a connossement is not issued, the person entitled to dispose of the goods in accordance with the first sentence of the first sentence shall be the right to dispose of the goods. it has been made subject to the submission of a sea freight letter, it does not require the submission of the sea freight letter. If instructions have been given to him and the impediment is not attributable to his/her area of risk, the freighter shall be entitled to assert claims in accordance with § 491 (1) sentence 4. (2) The obstacle to transport or to delivery shall enter into force. after the consignee has given instructions in accordance with § 491 to deliver the goods to a third party, the consignee shall take the place of the respondent and the third party to the consignee in the application of paragraph 1. (3) May the person in question, which he would have to follow in accordance with Article 491 (1) sentence 3, be within in the interest of the person entitled to dispose, he shall take the measures which appear to be the best in the interest of the person entitled to dispose. He may, for example, delete and retain the good, entrust or return to a third party for the custody of a third party in accordance with § 491 or § 520; trusts the carrier to a third party, he shall be liable only for the careful selection of the third party. The carrier may also sell the goods in accordance with § 373 (2) to (4) if the goods are perishable or if the condition of the goods justifies such a measure or if the otherwise incurred costs do not in any way be appropriate Relationship to the value of the good. The carrier shall be allowed to destroy the invaluable commodity. After the goods have been deleted, the transport shall be deemed to have been completed. (4) Because of the measures taken in accordance with paragraph 3, the carrier shall be entitled to the replacement of the necessary expenses and to the appropriate remuneration, unless the obstacle to its Risk area is to be attributed. Unofficial table of contents

§ 493 Payment. Freight Calculation

(1) The cargo shall be payable on delivery of the goods. In addition to the freight, the carrier has a right to compensation for expenses, to the extent that these were made for the good and he was allowed to consider it necessary in the circumstances. (2) The right to the freight is not required, insofar as the transport is impossible. If the carriage is terminated prematurely as a result of an obstacle to transport or delivery, the freight carrier shall be entitled to the pro rata freight for the completed part of the carriage if it is of interest to the respondent. (3) By way of derogation of paragraph 2, the carrier shall retain the right to the cargo if the transport is impossible for reasons attributable to the risk area of the respondent, or which occurs at a time when the charterer is in default of acceptance. However, the freighter must be able to count on what he saves on expenses or otherwise acquires or otherwise acquires it. (4) If a delay occurs after the commencement of the transport and before arrival at the extinguishing site, the (5) If the freight is agreed upon by number, weight or otherwise specified quantity of the goods, then a delay shall be paid to the person in question. (5) If the freight is agreed on the basis of the number, weight or otherwise specified quantity of the goods, the the calculation of the freight is presumed to have been given in the sea freight letter or This shall apply even if a reservation is entered on these particulars, which is based on the fact that no reasonable means were available to verify the accuracy of the information. Unofficial table of contents

§ 494 Rights of the recipient. Obligation to pay

(1) Upon arrival of the goods at the extinguishing site, the recipient shall be entitled to demand from the carrier to deliver the goods to him against the fulfilment of the obligations arising from the contract of goods cargo. If the goods have been damaged or have been delivered late or have been lost, the consignee may claim the claims from the contract of cargo in his/her own name against the carrier; the respondent shall remain responsible for the assertion of the goods. Claims empowered. In so doing, it makes no difference whether the recipient or the charterer is acting in his own or foreign interest. (2) The recipient, who asserts his right under the first sentence of paragraph 1, has to pay the still-trained cargo up to the amount of the amount of the freight which is still owed. the transport document. If a transport document has not been issued or has not been submitted to the consignee or if the transport document does not show the amount of the freight to be paid, the consignee shall pay the freight agreed with the charterer, in so far as this is not inappropriate. (3) The consignee who asserts his right under the first sentence of paragraph 1 shall also pay a remuneration in accordance with § 493 (4) if he has been informed of the amount due on delivery of the good. (4) The Charterers shall remain committed to the payment of the amounts due under the contract. Unofficial table of contents

§ 495 Pfandrecht of the Freighter

(1) The carrier shall have a lien on the good of the respondent, the ablader or a third party who has consented to the carriage of the goods for all the claims arising from the contract for the carriage of goods. The freight forwarder also has a lien on all the undisputed claims from other sea freight, freight, freight forwarding and storage contracts concluded with the charterers. The lien shall apply to the accompanying documents. (2) The lien shall exist as long as the carrier has the property in his possession, in particular as long as he/she can dispose of it by means of connossements, loading notes or storage certificates. (3) The lien shall continue after the delivery, if the carrier makes a court case within ten days of delivery and the property is still in the possession of the recipient. (4) The person referred to in § 1234 (1) of the Civil Code Threat of the sale of mortgage bonds as well as those laid down in § § 1237 and 1241 of the Civil Code The notification shall be sent to the recipient of the alert pursuant to § 491 or § 520. If it is not to be determined or if it refuses to accept the good, then the threat and the notifications shall be sent to the charterers. Unofficial table of contents

Section 496 The following carriers

(1) If, in the case of carriage by a number of carriers, the last person to be preceding the delivery has to collect the claims in advance, he shall be entitled to exercise the rights of the preceding carriers, in particular the right of lien. The lien of each preceding freighter shall remain as long as the lien of the last convoy. (2) If a preceding freighter is satisfied by a subsequent convoy, then the demand and the lien of the former shall be applied to the (3) The provisions of paragraphs 1 and 2 shall also apply to the claims and rights of a freight forwarder who has participated in the promotion. Unofficial table of contents

§ 497 Rank of several pledge rights

If there are several pledge rights on the same material according to § § 397, 440, 464, 475b and 495, the rank of these pledge rights shall be determined according to § 442.

Second subtitle
Liability for loss of or damage to the good

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§ 498 Liability Reason

(1) The carrier shall be liable for the damage caused by loss or damage of the good in the period from the transfer to the delivery until delivery. (2) The carrier shall be exempt from his liability in accordance with paragraph 1, in so far as the loss or loss or damage to the goods is not caused by the loss or damage caused by the loss or damage. damage is due to circumstances which could not have been averted due to the diligence of a regular freighter. If the goods have been transported with a seaworthy or uncharted vessel and, in the circumstances of the case, it is likely that the loss or damage is due to the lack of sea or cargo, the carrier shall be , however, only if it proves that the lack of sea or charge is not to be discovered by the use of the diligence of a regular carrier until the voyage. (3) Has the following: Loss of damage is a fault of the damaged person, the obligation depends on the the replacement and the extent of the revenue to be paid in the circumstances, in particular the extent to which the damage has been caused primarily by one or the other part. Unofficial table of contents

Section 499 Special damage causes

(1) The freighter shall not be liable if the loss or damage is based on one of the following circumstances:
1.
Hazards or accidents of the sea and other navigable waters,
2.
war-related events, unrest, acts of public enemies or orders of high hand, and quarantine restrictions,
3.
legal seizure,
4.
Strike, lockout or other disabled person's disability,
5.
Acts or omissions of the charterers or abladers, in particular insufficient packaging or inaccurate marking of the cargo by the charterers or shippers,
6.
the natural nature or nature of the good, which is particularly easy to damage, in particular by breakage, rust, internal spoiding, drying out, running out, normal shrinkage of room content or weight,
7.
the transport of live animals,
8.
Measures to rescue people from sea waters,
9.
Irrigation measures on sea waters.
Sentence 1 shall not apply if the damage could have been averted by the diligence of a regular carrier. (2) If, according to the circumstances of the case, the loss or damage is likely to occur on one of the first sentence of paragraph 1 , it shall be presumed that the damage is based on this circumstance. Sentence 1 shall not apply if the goods have been transported with a seaworthy or infamous vessel. (3) If the carrier is obliged under the contract for cargo cargo, the goods shall be subject to the effects of heat, cold, temperature fluctuations, In particular, in the case of air humidity, vibration or similar influences, he may rely on paragraph 1, first sentence, point 6 only if he or she has all the measures to be taken in accordance with the circumstances, in particular with regard to selection, maintenance and maintenance of the and use of special facilities, and shall comply with special instructions (4) The freighter may rely on paragraph 1, first sentence, point 7 only if he has taken all the measures he may have under the circumstances and has followed special instructions. Unofficial table of contents

§ 500 Unauthorised loading on deck

If the charterer has not received the consent of the respondent or the Ablader Gut on deck without the consent of the respondent under § 486 (4), he shall be liable, even if he does not have any fault, for the damage caused by the fact that the property is due to the Loaded on deck has been lost or damaged. In the case of sentence 1, it is assumed that the loss or damage of the good is due to the fact that the goods were loaded on deck. Unofficial table of contents

§ 501 Liability for others

The freighter has to represent a fault of its people and the ship's crews to the same extent as their own fault. The same shall apply to the fault of other persons, the persons of whom he is using when carrying out the transport. Unofficial table of contents

§ 502 Value sentence

(1) If, in accordance with the provisions of this subtitle, the convoy has to pay compensation for the loss of the good, the value shall be replaced by the value of the lost property at the time of delivery to the contractually agreed upon. (2) If, in accordance with the provisions of this subtitle, the carrier has to pay compensation for the damage to the good, the difference between the value of the damaged goods at the place and the time of delivery and the to the value that the undamaged material would have had at the place and at the time of delivery . It is presumed that the costs to be incurred for the reduction of the damage and the injury to the damage correspond to the difference to be determined in accordance with the first sentence. (3) The value of the goods is determined according to the market price, otherwise according to the value of goods of the same type and nature. If the goods have been sold for transport immediately prior to the transfer, it shall be presumed that the purchase price shown in the seller's invoice, including the transport costs contained therein, is the market price. (4) From the The amount to be replaced shall be deducted from the amount saved as a result of loss or damage to customs duties and other costs, as well as in the event of loss of cargo. Unofficial table of contents

§ 503 Damage fixing costs

In the event of loss of or damage to the goods, the carrier shall bear the costs of the determination of the damage beyond the compensation to be paid in accordance with § 502. Unofficial table of contents

§ 504 Liability ceiling for property damage

(1) The compensation to be paid in accordance with § § 502 and 503 for loss of or damage is to an amount of 666.67 units of account for the piece or unit or an amount of 2 units of account for the kilogram of the gross weight of the Good limited depending on which amount is higher. Where a container, pallet or other loading means is used for the summary of cargo, each piece and unit contained in a transport document as contained in such a loading means shall be deemed to be used. , as a piece or unit within the meaning of the sentence 1. In so far as the transport document does not contain such information, the loading means shall be deemed to be a piece or unit. (2) If the goods consist of several items of cargo (cargo) and only individual items of cargo have been lost or damaged, the calculation of the goods shall be: Limit referred to in paragraph 1
1.
basically put the whole load when the whole load is devalued, or
2.
the devalued part of the cargo is to be used when only a part of the charge is devalued.
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§ 505 Invoice Unit

The unit of account referred to in this subtitle shall be the Special Drawing Right of the International Monetary Fund. The amount shall be converted into euro in accordance with the value of the euro in relation to the special drawing right on the day of delivery of the good or on the day agreed by the parties. The value of the euro in relation to the Special Drawing Right shall be determined by the calculation method used by the International Monetary Fund on the day in question for its operations and transactions. Unofficial table of contents

§ 506 Non-contractual claims

(1) The reliefs and limitations of liability provided for in this subtitle and in the Bill of Material Contract shall also apply to an out-of-contract claim of the respondent or the consignee against the interrogator for loss or loss of interest. Damage to the good. (2) The freighter can also claim the objections under paragraph 1 against non-contractual claims by third parties due to loss of or damage to the goods. However, the objections may not be invoked if:
1.
they are based on an agreement which differs from the provisions of this subtitle to the detriment of the respondent,
2.
the third party has not consented to the carriage, and the carrier did not know or knew the lack of authority of the respondent to send the goods, or was not aware of it as a result of gross negligence, or
3.
the property has been lost to the third party or to a person who derides his right to possession before being transferred.
However, the first subparagraph of point 1 shall not apply to an agreement on the liability of the shipower, as permitted under section 512 (2) (1), for damage caused by conduct in the management or other operation of the ship, or by fire, or Explosion on board the ship was created. Unofficial table of contents

§ 507 Disclaimer of liability and limitations

The reliefs and limitations of liability provided for in this subtitle and in the Bill of Material Contract shall not apply if:
1.
the damage is due to an act or omission which the carrier himself has committed intentionally or recklessly and in the knowledge that a damage will likely occur, or
2.
the carrier has agreed with the charterer or the shipper that the goods are transported under deck and the damage is due to the fact that the goods have been loaded on deck.
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§ 508 Liability of the people and the ship's crew

(1) If claims arising out of non-contractual liability are claimed for loss of or damage to the goods against one of the people of the contortion, the person may also be entitled to the provisions of this subtitle and in the contract for the contract of goods. Liability exemptions and limitation of liability. The same applies if the claims against a member of the ship's crew are asserted. (2) An appeal to the liability exemptions and limitations of liability in accordance with paragraph 1 shall be excluded if the debtor intentionally or lightly and (3) In the event of loss of or damage to the good of both the carriers and one of the persons referred to in paragraph 1, they shall be liable to: Full debtor. Unofficial table of contents

Section 509 Exporter

(1) If the carriage is carried out in whole or in part by a third party which is not the carrier, the third party (performing carrier) shall be liable for the damage caused by loss or damage to the goods during the execution of the goods carried out by the third party. (2) Contractual agreements with the charterer or consignee, by which the interrogator extends his liability, shall only act against the exporter in writing, insofar as he/she has written to them in writing. (3) The executing freighter can claim all objections and objections (4) Carriers and exporters shall be held liable as total debtors. (5) If one of the persons of the executing convoy or a member of the ship's crew is taken up, the person shall be liable for the § 508 shall apply accordingly. Unofficial table of contents

Section 510 Claim

(1) If a loss or damage to the goods is discernable and the consignee or the respondent does not indicate loss of or damage to the goods at the latest upon delivery of the goods, it shall be presumed that the goods shall be complete and has been delivered undamaged. The advertisement shall indicate the loss or damage sufficiently clearly. (2) The presumption in accordance with paragraph 1 shall also apply if the loss or damage was externally unrecognizable and not within three days after delivery (3) The claim notification shall be made in text form. In order to maintain the deadline, the timely dispatch is sufficient. (4) If loss or damage is indicated on delivery, the display shall be sufficient to the person who delivers the goods. Unofficial table of contents

Section 511 Loss of loss

(1) The claimer may consider the good as lost if it is not delivered within a period equal to two times the agreed delivery period, but at least 30 days in the case of a cross-border carriage 60 days. Sentence 1 shall not apply if the carrier does not need to deliver the goods due to a right of retention or a lien on the right of retention or if the property is a plea for a claim for a contribution to the Great Haverei and therefore the good is (2) If the claimer is entitled to compensation for the loss of the good, he may, upon receipt of the goods, request that he be notified immediately if the good is found again. (3) The Eligible persons may within one month of receiving the notification of the Rediscovering the good requires that the good train be delivered to him by train against reimbursement of the compensation, possibly minus the costs included in the compensation. A possible obligation to pay the freight as well as claims for damages shall remain unaffected. (4) If the property is found again after payment of a compensation and the claimer has not requested or does not require a notification. Notification of his claim on delivery is not claimed, so the carrier may dispose of the goods free. Unofficial table of contents

Section 512 Differing agreements

(1) The provisions of this subtitle may only be derogated from by agreement which is negotiated in detail, even if it is concluded for a plurality of similar contracts between the same Contracting Parties. (2) By way of derogation the provisions of paragraph 1 may, however, also be determined by means of pre-formulated contractual conditions:
1.
the carrier shall not be responsible for the fault of its people and the ship ' s crew if the damage is caused by conduct in the management or other operation of the ship, but not in the execution of measures which are predominantly have been taken in the interest of the cargo, or caused by fire or explosion on board the ship,
2.
the liability of the freighter is limited due to loss or damage to higher than the amounts provided for in § 504.

Third subtitle
Transport Documents

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Section 513 Claim on the exhibition of a bill of lading

(1) The carrier shall, unless otherwise agreed in the unit contract, issue the shipper at his request an order connossement which, at the discretion of the defendant, shall be placed on the order, the order of the consignee, or only is to be ordered; in the latter case, the order of the ablader shall be understood under the order. The master and any other to the drawing of connoses for the shipowner are entitled to issue the connossement for the shipowner. (2) Loaders shall be, who hands the goods to the carrier for the carriage and the charterers as a deloader is designated for entry in the connossement. If a person other than the loader passes the goods or is not named a loader, the charterer is considered to be a deloader. Unofficial table of contents

§ 514 Board and take-over connossement

(1) The connossement shall be issued as soon as the freighter has taken over the good. The connossement confirms the receipt of the good and commits itself to carry it to the place of destination and to deliver it to the person entitled to return the bill from the connossement. (2) If the good is taken on board , the carrier shall issue the connossement with the indication of when and in which ship the good was taken on board (board connossement). If a connossement has been issued prior to the date when the item was taken on board (acceptance account), the shipper shall, at the request of the defendant in the connossement, record when and in which ship the good on board (3) The connossement shall be issued in the number of original copies requested by the shipper. Unofficial table of contents

§ 515 Contents of the konnossements

(1) The connossement shall contain the following information:
1.
the place and the day of the exhibition,
2.
the name and address of the defendant,
3.
the name of the ship,
4.
the name and address of the freighter,
5.
the port of departure and the place of destination,
6.
the name and address of the consignee and any reporting address;
7.
the nature of the good and its externally recognisable constitution and nature,
8.
Measure, number or weight of the good and permanent and legible mark,
9.
the freight owed in the case of delivery, costs incurred up to the delivery, and a note on the payment of the freight,
10.
Number of copies.
(2) The particulars referred to in paragraph 1 (7) and (8) shall be recorded at the request of the defendant in such a way as to be communicated to the carrier prior to the transfer of the goods in text form. Unofficial table of contents

§ 516 Form of the connossement. Authorisation

(1) The connossement shall be signed by the freighter; a replica of the personal signature by printing or stamp shall suffice. (2) The connossement shall be treated as an electronic record that performs the same functions as the Konnossement, provided that it is ensured that the authenticity and integrity of the recording are preserved (electronic connossement). (3) The Federal Ministry of Justice and Consumer Protection shall be authorized, in agreement with the Federal Ministry of the Interior by means of a decree law that does not give consent requires the Federal Council to regulate the details of the exhibition, presentation, return and transfer of an electronic bill of lading, as well as the details of the procedure for subsequent registration in an electronic connossement. Unofficial table of contents

§ 517 Connossement of the connossement

(1) The connossement shall justify the presumption that the carrier has taken over the goods in the manner described in section 515 (1) (7) and (8). If the description refers to the contents of a closed loading means, the connossement shall, however, only justify the presumption after sentence 1 if the contents are checked by the counterparty and the result of the review is entered in the connossement. has been made. If the connossement does not contain an indication of the externally discernible constitution or condition of the good, the connossement shall justify the presumption that the freighter takes over the good in the externally recognisable good condition and condition (2) The connossement shall not justify the presumption provided for in paragraph 1, provided that the carrier has entered a reservation in the connossement. The reservation must result in:
1.
in which constitution the estate was in its takeover by the freighter or how the good was procure when it was taken over,
2.
what is incorrect in the connossement and what is the right indication,
3.
the reason that the carrier had to assume that the claim is incorrect, or
4.
which is why the freighter did not have sufficient opportunity to verify the claim.
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Section 518 Position of the shipowner in the event of a lack of information

Where a connossement has been issued by the master or another to the drawing of connoses for the shipowner, the shipper is not specified or, in that connossement, a person who does not have the right to do so is specified as a shipper. The shipowner shall be entitled and obliged to replace the shipowner instead of the shipowner's connossement. Unofficial table of contents

§ 519 Permission from the connossement. Legitimation

The contractual claims securitised in the connossement can only be asserted by the beneficiary of the connossement. In favour of the legitimate owner of the bill of lading, it is presumed that he is the beneficiary of the bill of lading. The legitimate owner of the connossement is who owns a connossement, that
1.
to the holder,
2.
is an order and nominates the owner as a recipient or has an uninterrupted series of indossaments, or
3.
to the name of the owner.
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§ 520 observance of instructions

(1) If a connossement is issued, the right of disposal in accordance with § § 491 and 492 shall be exclusively the legitimate owner of the connossement. The freighter shall execute instructions only on presentation of all copies of the bill of lading. However, the carrier may not execute instructions from a legitimate owner of the bill of lading, if it is known to him or is unknown as a result of gross negligence that the legitimate owner of the bill of lading is not the one from the connossement (2) In accordance with the instructions of the connossement, without having to submit all the copies of the bill of lading, he shall be liable to the person entitled from the connossement for the damage resulting from it. The liability is limited to the amount that would be payable in case of loss of good. Unofficial table of contents

Section 521 Delivery against the return of the connossement

(1) Upon arrival of the goods at the extinguishing site, the legitimate owner of the bill of lading shall be entitled to demand the delivery of the good from the freighter. If the legitimate owner of the bill makes use of this right, he is obliged to pay the freight and other remuneration in accordance with § 494 (2) and (3). (2) The freighter is only against return for delivery of the goods. of the bill of lading on which the delivery is certified and against the performance of the outstanding payments due in accordance with section 494 (2) and (3). However, he may not deliver the goods to the legitimate owner of the bill of lading if he is known or is not known as a result of gross negligence that the legitimate owner of the bill of lading is not the person who is entitled to the bill of the bill. (3) If several copies of the bill of lading are issued, then the good is to be delivered to the legitimate owner only to a copy of the bill of lading. If a number of legitimate owners are registered, the carrier shall deposit the goods in a public warehouse or otherwise in a safe manner and the owners who have declared themselves shall be informed thereof, stating the reasons for their proceedings. Notify. In such a case, the carrier may sell the goods in accordance with § 373 (2) to (4) if the goods are perishable or if the condition of the goods justifies such a measure or if the costs to be otherwise expected do not apply in any case to any other person. (4) Supplies the carrier to a person other than the legitimate owner of the bill of lading or, in the case of the second sentence of paragraph 2, to a person other than the person entitled to the connossement He shall be responsible for the damage resulting from the connossement of the connossement. The liability is limited to the amount that would be payable in case of loss of good. Unofficial table of contents

§ 522 objections

(1) The connossement of the connossement may only oppose any objections concerning the validity of the declarations in the connossement or the validity of the declarations in the connossement or the validity of the declarations in the connossement or directly to the connosary of the connossement. to the person entitled to the bill of connossement. An agreement to which only reference is made in the connossement is not the contents of the bill of lading. (2) In comparison to a recipient named in the connossement, to which the connossement was issued, the connossement may not be able to guess the suspicions according to § 517 , unless the recipient was known at the time of the connossement or as a result of gross negligence, that the information in the connossement is incorrect. The same shall apply to a third party to whom the connossement has been transferred. (3) If an exporting carrier is used in accordance with § 509 of the connossement of the person entitled to the bill, the performing carrier may also apply the objections according to Paragraph 1. By way of derogation from paragraph 2, the exporting convoy may, moreover, dispel the suspicions according to § 517 if the connossement has not been issued either by him or by any of the connotations for him or her for the drawing of connosseous. Unofficial table of contents

§ 523 Liability for inaccurate connotations

(1) The carrier shall be liable for the damage resulting from the connossement of the connossement by the fact that the information and reservations to be included in the connossement in accordance with § § 515 and 517 (2) are missing or that the connossement is included in the connossement. Information or reservations are incorrect. This applies in particular if the goods were not in an externally recognizable good condition when the goods were taken over by the freighter and the connossement of this did not contain an indication in accordance with § 515 (1) (7) or a reservation in accordance with § 517 (2). The liability according to sentences 1 and 2 shall not apply if the carrier has neither known nor had to have known that the information is missing or incorrect or incomplete. (2) In the case of an on-board connossement, before the carrier has taken over the property, or if an on-board notice is included in the takeover connossement before the good has been taken on board, the carrier shall be liable, even if it does not have any fault, for the Damage resulting from the bankruptcy of the connossement. (3) Is in a Connossement, issued by the master or by another to the drawing of connoses for the shipowner, the name of the shipper unproperly indicated, shall also be liable to the shipowner for the damage which is the result of the connossement Justifiable from the inaccuracy of the claim. The liability in accordance with the first sentence is deleted if the exhibitor of the bill of lading did not know or should have known that the name of the freighter is not or is not specified correctly. (4) The The liability referred to in paragraphs 1 to 3 shall be limited to the amount to be paid in the event of loss of good. Unofficial table of contents

§ 524 Traditional effect of the konnossements

The connossement of the bill of lading to the recipient designated therein shall have the same effects as the transfer of the good, provided that the carrier has the property in possession, for the acquisition of rights to the goods. The same applies to the transfer of the bill of lading to third parties. Unofficial table of contents

§ 525 Deviating provision in the connossement

A provision in the connossement, which deviates from the liability regulations in § § 498 to 511 or in § 520 paragraph 2, § 521 paragraph 4 or § 523, is only effective if the requirements of § 512 are fulfilled. However, the carrier may not be entitled to a provision in the connossement, which deviates from the liability rules referred to in the first sentence, to the detriment of the person entitled to the connossement, in relation to a recipient named in the connossement, to whom the Konnossement has been issued, as well as to a third party to whom the connossement has been transferred. Sentence 2 shall not apply to a provision in accordance with Section 512 (2) (1). Unofficial table of contents

Section 526 Seefrachtbrief. Authorisation

(1) The freighter may, unless he has issued a connossement, issue a Seefrachtbrief. § 515 shall apply mutas to the contents of the sea freight letter, subject to the proviso that the respondent shall be replaced by the defendant. (2) The Seefrachtbrief shall serve as proof of the conclusion and content of the counterparty until proof of the contrary. Cargo freight contract as well as for the acquisition of the good by the freighter. § 517 is to be applied accordingly. (3) The sea freight letter must be signed by the freighter; a replica of the personal signature by printing or stamp is sufficient. (4) The sea freight letter is equivalent to an electronic record which is fulfil the same functions as the sea freight letter, provided that it is ensured that the authenticity and integrity of the record are preserved (electronic sea freight letter). The Federal Ministry of Justice and Consumer Protection is authorized, in agreement with the Federal Ministry of the Interior, by decree law which does not require the consent of the Federal Council, the details of the exhibition and the presentation of an electronic sea freight letter as well as the details of the procedure for subsequent entry into an electronic sea freight letter.

Second Title
Travel Freight Contract

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Section 527 Travel Freight contract

1. By means of the travel contract, the carrier shall be obliged to use a specific ship as a whole, with a proportionate part of a given ship, or in a designated space of such a ship on one or more of its territory, on one or more of the vessels. to transport a number of journeys by sea to the place of destination and to deliver them to the recipient. (2) § § 481 to 511 and 513 to 525 shall apply mutatis-ly to the travel contract, unless the provisions of § § 528 to 535 of the contract determine otherwise. Unofficial table of contents

§ 528 loading port. Load space

(1) The freighter has to add the ship to the cargo site designated in the travel cargo contract or to be designated by the respondent after the conclusion of the travel cargo contract. (2) Is a loading port or a loading station in the If the contract is not designated and the respondent has to name the loading port or loading area after the conclusion of the travel contract, he/she must choose a safe harbour or place of loading with due diligence. Unofficial table of contents

§ 529 Display of load readiness

(1) As soon as the ship is ready to take the good, the freighter is ready to show the charterers the readiness to load. If the charterer has yet to name the loading space, the freighter can already indicate the loading readiness if the ship has reached the loading port. (2) The load readiness must be displayed during the usual business hours at the loading station. If the readiness to load is displayed outside of the usual business hours, the advertisement shall be deemed to have been received at the beginning of the usual business hour following it. Unofficial table of contents

§ 530 loading time. Overtime

(1) The loading time begins with the day following the display. (2) Unless otherwise agreed, no special remuneration can be required for the loading time. (3) If the carrier is waiting for a contractual agreement or a contractual agreement, the loading time shall not be required. For reasons not to be attributed to his/her risk area beyond the time of loading (overtime), he is entitled to an adequate remuneration (recumberation fee). If the consignee asserts his right in accordance with § 494 (1) sentence 1 upon arrival of the ship at the extinguishing site, he shall also owe the berth if he has been informed of the amount due on delivery of the goods. (4) The loading time and the amount of the money shall be paid. In the absence of a deviating agreement, a period of delivery shall be determined in accordance with a time-limit appropriate to the circumstances of the case. In the calculation of the loading and transfer time, the days are counted in continuous order, including Sundays and holidays. It is not possible to use the time when loading the goods is impossible for reasons which are attributable to the risk area of the conquers. Unofficial table of contents

§ 531 Loading

(1) Unless otherwise indicated in the circumstances or the traffic siting, the respondent has to charge the goods. The responsibility of the freighter for the seaworthiness of the loaded ship remains unaffected. (2) The freighter is not authorized to recharge the goods. Unofficial table of contents

Section 532 Termination by the respondent

(1) The interrogator may terminate the travel contract at any time. (2) If the respondent dismises, the interrogator may, if he asserts a claim in accordance with § 489 (2) sentence 1, point 1, also require a possible reclining fee. Unofficial table of contents

Section 533 Subversion

(1) The respondent may at any time request that the freighter transport only a part of the goods. If the respondent makes use of this right, the freighter charges the full cargo, the possible reclining fee, as well as the reimbursement of expenses incurred by the absence of a part of the good. If, according to the voyage contract, the carrier is entitled to carry other good with the same ship instead of the non-loaded cargo, and makes use of that right, the cargo for the carriage shall be from the full cargo of this other good. Moreover, in so far as the freighter escapes the safety of the full cargo due to the absence of a part of the good, it may also require other security. If the transport of the complete cargo is not carried out for reasons which are attributable to the risk area of the consignment, the carrier shall be entitled to the claim in accordance with the sentences 2 to 4 only to the extent that good is actually carried. (2) Charterers the good is not or is not completely within the loading time and an agreed time of delivery or if the goods are not charged, if the charterer is not responsible for loading, or is not completely unloaded within that time, the Ask the respondent to set a reasonable time limit within which the goods are loaded or to be unloaded. If the goods are only partially loaded or unloaded by the end of the period, the freight forwarder can transport the freight items already loaded or rejected and claim the claims in accordance with the second sentence of the first paragraph of paragraph 1. Section 490 (4) shall apply accordingly. Unofficial table of contents

Section 534 Termination by the freighter

(1) If the respondent does not charge a good within the loading period and an agreed transfer time, or if the charterer is not responsible for loading, no good is charged within this period, then the carrier may conclude the contract in accordance with the provisions of the § § 490 terminate the claims pursuant to § 489 (2) in conjunction with § 532 (2). (2) The freighter may terminate the contract before the expiry of the loading period and an agreed transfer time in accordance with § 490, if: it is obvious that the good will not be loaded or unloaded. Unofficial table of contents

§ 535 Delete

(1) § § 528 to 531 via charging port and charging station, display of load readiness, loading time and loading are to be applied accordingly to extinguishing harbor and extinguishing site, display of deletion readiness, extinguishing time and erasure. However, by way of derogation from § 530 (3), second sentence, the consignee shall also be liable for lounging money for exceeding the erasure period if the amount due has not been communicated to him on delivery of the goods. (2) If the recipient is the recipient of the contract, the recipient shall be responsible for the amount of the unknown, the display of deletion readiness shall be effected by public announcement in a customary manner.

Second subsection
Passenger transport contracts

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Section 536 Scope

(1) For damages incurred in the carriage of passengers and their luggage by sea by the death or bodily injury of a passenger or by the loss, damage or delayed delivery of luggage, the carrier shall be liable for damage to the sea. and the performing carrier in accordance with the provisions of this Subsection. The right to enforce a limitation of liability in accordance with § § 611 to 617 or § § 4 to 5m of the Inland Waterway Act remains unaffected. (2) The provisions of this subsection shall not apply insofar as the following regulations govern are:
1.
Directly applicable rules of the European Union as amended, and in particular Regulation (EC) No 392/2009 of the European Parliament and of the Council of 23 April 2009 on the liability of carriers of passengers in the event of accidents at sea (OJ OJ L 131, 28.5.2009, p.24), or
2.
Provisions directly applicable in international agreements.
The liability provisions of this subsection shall also not apply where the damage is based on a nuclear event originating from a nuclear installation and the holder of the nuclear installation is based on the provisions of the Convention of 29 July 1960 on the Liability towards third parties in the field of nuclear energy in the version of the Notice of 5 February 1976 (BGBl. 310, 311) and of the Protocol of 16 November 1982 (BGBl I). 690) or of the Atomic Energy Act (Atomic Energy Act). Unofficial table of contents

Section 537 Definitions

For the purposes of this subsection,
1.
a carrier means a person who enters into a contract for the carriage of a passenger by sea (passenger transport contract);
2.
a passenger is a person who
a)
is promoted under a contract of carriage of persons, or
b)
with the consent of the carrier, a vehicle or live animals transported on the basis of a sea freight contract;
3.
Baggage of any item transported under a contract of carriage of persons, other than live animals;
4.
cabin baggage shall be the baggage of a passenger in his cabin or otherwise in his possession, including the baggage of a passenger in or on his/her vehicle;
5.
a shipping event, a shipwreck, a kentern, a collision or a seding of the ship, an explosion or a fire in the ship, or a shortage of the ship;
6.
a defect of the ship is a malfunction, failure or failure to comply with applicable safety rules in relation to a part of the ship or its equipment, if this part or equipment is used
a)
for leaving the ship, evacuating or embarking on and disembing the passengers;
b)
for the propulsion of the ship, the rudder plant, the safe management of the ship, the fixing, the anchorage, the starting or leaving of the reclining or anchorage or the leakage after the water has been broken or
c)
for the release of rescue equipment.
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Section 538 Liability of the carrier for personal injury

(1) The carrier shall be liable for the damage caused by the death or bodily injury of a passenger, if the event causing the damage occurred during the carriage and is based on a fault of the carrier. If the event causing the damage is a shipping event, the fault shall be presumed. (2) By way of derogation from paragraph 1, the carrier shall be liable without fault for the damage caused by the death or the bodily injury of a passenger on the ground. of a shipping event during transport, provided that the damage does not exceed the amount of 250 000 units of account. However, the carrier shall be exempt from this liability if the event
1.
has occurred as a result of hostilities, acts of war, civil war, insurrection or exceptional, inevitable and inevitable natural events, or
2.
has been caused solely by an act or omission committed by a third party in the intent to cause the event.
(3) The transport referred to in paragraphs 1 and 2 shall include:
1.
the period during which the passenger is on board the ship, including the period in which he is embarked and disembed; and
2.
the period during which the passenger is transported by way of water from the country to the ship or vice versa, if the cost of such carriage is included in the transport charge or if the watercraft used for this additional transport has been made available to the passenger by the carrier.
Not covered is the period during which the passenger is in a port station, on a quay or in or on another port facility. Unofficial table of contents

Section 539 Liability of the carrier for damage to luggage and delay

(1) The carrier shall be liable for the damage caused by loss of or damage to cabin baggage or other luggage, if the event caused the damage occurred during the carriage and on a fault of the Carrier is based. In the event of loss of or damage to cabin baggage due to a shipping event and in the event of loss or damage to other luggage, the fault shall be presumed. (2) The carrier shall also be liable in accordance with the provisions of paragraph 1 for the damage resulting from this , the baggage shall not be returned to the passenger within a reasonable period of time following the arrival of the ship on which the luggage has been or should have been carried. However, the liability shall be excluded if the delayed delivery is due to work disputes. (3) By way of derogation from paragraphs 1 and 2, the carrier shall not be liable for the damage caused by loss, damage or delay. Payment of money, negotiable securities, gold, silver, jewelry, jewellery, works of art or other valuables arises, unless such valuables have been deposited with the carrier for a safe storage. (4) The The transport referred to in paragraph 1 shall include the following periods:
1.
with regard to cabin baggage, with the exception of the baggage of the passenger in or on his/her vehicle,
a)
the period during which the cabin baggage is on board the ship, including the period during which the cabin baggage is in and out of the ship;
b)
the period during which the cabin baggage on the waterway is transported from the land to the ship or vice versa, if the cost of such transport is included in the transport price or if the carriage used for this additional transport is water vehicle has been made available to the passenger by the carrier, and
c)
the period during which the passenger is in a port station, on a quay or in or on a different port facility, if the cabin baggage is taken over by the carrier or its staff or agent and not returned to the passenger has been handed out;
2.
in respect of luggage other than the cabin baggage referred to in paragraph 1, the period from the transfer by the carrier to the country or on board to the re-enacting.
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§ 540 Liability for others

The carrier has to represent a fault of its people and of the ship's crew to the same extent as its own fault if the people and the ship's crew act in the exercise of their own actions. The same shall apply to the fault of other persons who are served in the execution of the carriage. Unofficial table of contents

§ 541 Maximum liability for personal injury

(1) The liability of the carrier for the death or bodily injury of a passenger shall in any case be limited to an amount of 400 000 units of account per passenger and damage event. This also applies to the capital value of a pension to be paid as compensation. (2) By way of derogation from paragraph 1, the carrier's liability shall be limited to an amount of 250 000 units of account per passenger and damage event, if the death or the loss of the Body injury is based on one of the following circumstances:
1.
war, civil war, revolution, revolt, riots or, as a result, internal unrest or hostile acts through or against a war-leading power,
2.
seizure, seizure, arrest, restriction or detention, as well as their consequences or attempts to do so,
3.
Mines left behind, torpedoes, bombs or other abandoned weapons of war,
4.
Attacks by terrorists or persons who commit the attacks, whether or not for political reasons, and measures taken to prevent or combat such attacks,
5.
Confiscation and expropriation.
(3) In the event of death or bodily injury of several passengers, the amount referred to in paragraph 2 shall be replaced by the amount of 250 000 units of account per passenger and of the amount of 340 million units of account per vessel. and damage event where that amount is lower and can be divided among the injured parties in proportion to the amount of their claims and in the form of a one-time payment or in the form of partial payments. Unofficial table of contents

§ 542 Maximum liability for damage to luggage and delay

(1) The liability of the carrier for loss, damage or delayed delivery of cabin baggage shall be limited to an amount of 2 250 units of account per passenger and carriage, insofar as paragraph 2 does not determine any deviation. (2) The Liability of the carrier for loss, damage or delayed delivery of vehicles, including luggage transported in or on the vehicle, shall be subject to an amount of 12 700 units of account per vehicle and per transport (3) The liability of the carrier for loss, damage or late Any other luggage other than the baggage referred to in paragraphs 1 and 2 shall be limited to an amount of 3 375 units of account per passenger and per transport. (4) Insofar as no valuables are affected, which shall be carried out by the carrier for the purpose of safe The carrier and the passenger may agree that the carrier shall not have to reimburse part of the damage. However, in the event of damage to a vehicle, this part shall not exceed the amount of 330 units of account and, in the event of loss, damage or late delivery, other luggage shall not exceed the amount of 149 units of account. (5) By way of derogation from the In the event of the loss of or damage to mobility equipment or other special equipment used by a passenger with reduced mobility, paragraphs 1 to 4 shall have the replacement value of the equipment concerned or if necessary, to replace the repair costs. Unofficial table of contents

§ 543 Interest and procedural costs

Interest and procedural costs shall be reimbursed beyond the limits of liability referred to in § § 538, 541 and 542. Unofficial table of contents

§ 544 Invoice unit

The unit of account referred to in § § 538, 541 and 542 is the Special Drawing Right of the International Monetary Fund. The amount shall be converted into euro in accordance with the value of the euro in relation to the special drawing right on the day of the judgment or on the day agreed by the parties. The value of the euro in relation to the Special Drawing Right shall be determined by the calculation method used by the International Monetary Fund on the day in question for its operations and transactions. Unofficial table of contents

§ 545 Disclaimer

The maximum amounts of liability laid down in § § 541 and 542 and in the passenger transport contract shall not apply if the damage is due to an act or omission which is carried out by the carrier itself either with the intention of such an act or omission. harm, or recklessly and in the consciousness that such damage will likely occur. Unofficial table of contents

Section 546 Exporter

(1) If the carriage is carried out in whole or in part by a third party which is not the carrier, the third party (performing carrier) shall be liable for the damage caused by the death or bodily injury of a passenger or by loss, Damage to or delayed delivery of luggage of a passenger during the carriage carried out by the performing carrier shall be deemed to be the carrier. Contractual agreements, by which the carrier extends its liability, shall act against the performing carrier only insofar as it has agreed to them in writing. (2) The performing carrier may invoke any objections and objections which may be the carrier from the passenger transport contract. (3) The carrier and the performing carrier shall be liable as the total debtor. Unofficial table of contents

§ 547 Liability of the people and the ship's crew

(1) Where one of the passengers of the carrier or the performing carrier is taken into account for the death or personal injury of a passenger or for loss, damage or delayed delivery of luggage of a passenger, he shall also be entitled to: shall rely on the speeches and limitations of liability applicable to the carrier or the performing carrier, if he has acted in the exercise of his or her actions. The same shall apply if a member of the ship's crew is taken up. (2) An appeal to the limitations of liability referred to in paragraph 1 shall be excluded if the debtor himself acted intentionally or recklessly and in the consciousness that such damage is likely to occur. (3) If the carrier or the performing carrier as well as one of the persons referred to in paragraph 1 are responsible for the damage, they shall be liable as the total debtor. Unofficial table of contents

Section 548 Concurriating claims

Claims for death or bodily injury of a passenger or for loss, damage or delayed delivery of luggage may only be carried out against the carrier or the performing carrier on the basis of the provisions of this subsection shall be asserted. Unofficial table of contents

§ 549 Failure indication

(1) If the passenger does not show any damage or loss of his luggage to the carrier in time, it shall be presumed that he has received the baggage undamaged. However, an advertisement shall not be required if the condition of the luggage has been jointly ascertained or tested by the parties at the time of receipt. (2) The advertisement shall be timely, if it is refunded at the latest at the following time:
1.
in the case of damage to cabin luggage which can be discernible externally at the time of disembing of the passenger,
2.
in the case of damage to luggage other than cabin luggage, at the time of its delivery, and
3.
in the case of damage to or loss of luggage which cannot be discernable, 15 days after the date of disembing or suspension or after the date on which the suspension should have been effected.
(3) The damage indication requires the text form. In order to meet the deadline, it is sufficient to send it on time. Unofficial table of contents

§ 550 Ererase of claims for damages

A claim for compensation for the death or personal injury of a passenger or for loss, damage or delayed delivery of luggage shall be lost if he is not subject to judicial proceedings within one of the following periods:
1.
three years, calculated on the date on which the creditor became aware of the death or bodily injury or the loss, damage or delay, or would normally have been required to obtain it; or
2.
five years from the date on which the passenger has been disembed off or should have taken place, whichever is the later.
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Section 551 Deviating agreements

Unless otherwise specified in Section 542 (4), any agreement shall be inoperative which shall be taken prior to the occurrence of the event, which shall mean the death or bodily injury of the passenger or the loss, damage or belated He has caused his luggage to be handed out and the liability is excluded or restricted due to death or personal injury to the passenger or for loss, damage or late delivery of his luggage. Unofficial table of contents

§ 552 Pfandrecht of the carrier

(1) The carrier shall have a lien on the baggage of the passenger for his claim on the transport fee. (2) The lien shall only consist of as long as the baggage is retained or deposited.

Third Section
Ship transfer contracts

First subsection
Ship rental

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§ § 553 to 554 ----

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§ 553 Ship rental contract

(1) By means of the ship rental contract (Bareboat Charter) the landlord is obliged to leave a certain seagoing ship without crew to the renter and to grant him the use of this ship during the rental period. (2) The tenant is obliged to to pay the agreed rent. The rent is due to be paid half-monthly in the absence of any other agreement. (3) The provisions of this subsection shall apply if the tenant concludes the contract in order to operate the ship for the acquisition by sea voyage. If the lessee does not operate a trading business within the meaning of Article 1 (2) and if his company is not entered in the commercial register in accordance with § 2, the provisions of the first section of the fourth shall also be provided for in the appearance of the ship rental contract. In addition, this does not apply to § § 348 to 350. Unofficial table of contents

§ 554 Submission and return of the ship. Maintenance

(1) The landlord has to hand over the ship at the agreed time at the agreed time to the agreed place in a condition suitable for the contractual use. (2) The tenant has the ship during the rental period in a use for the purpose of the contract appropriate condition. Upon termination of the tenancy, he shall be obliged to return the ship in the same condition, taking into account the use of the ship as a result of contractual use. Unofficial table of contents

§ 555 Securing of the rights of the landlord

The lessee has to secure the rights of the landlord to third parties for the landlord. Unofficial table of contents

Section 556 Termination

An indefinite tenancy agreement can be cancelled at the latest on the first working day of one week at the end of the following Sunday evening. If the rent is calculated after months or longer periods of time, the ordinary cancellation is permissible at the end of a calendar quarter year.

Second subsection
Time charter

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§ 557 Time Charter Treaty

(1) The time charter contract requires the time charterer to leave a certain seagoing ship with crew on time for the time charterer to be used and to carry goods or persons with that ship or other agreed upon (2) The time charterer shall be obliged to pay the agreed time freight. (3) The provisions of this subsection shall apply if the time charterer concludes the contract to operate the ship for the purpose of acquiring by sea voyage. If the time charterer does not operate a trading business within the meaning of Article 1 (2) and if his company is not entered in the commercial register in accordance with § 2, the provisions of the First Section of the Time Charter Treaty shall also be provided in this respect in the light of the provisions of the first section of the The fourth book shall be applied in addition; however, this shall not apply to § § 348 to 350. Unofficial table of contents

§ 558 Assessment

Any party to the time charter contract may require the written assessment of this contract. Unofficial table of contents

Section 559 Provision of the ship

(1) The ship is to be provided to the time charterer at the agreed time at the agreed place in a condition suitable for the contractual use. (2) If it is agreed that the ship will be held at a specified date or within a certain period of time , the time charterer may withdraw from the contract without a time limit if the agreement is not fulfilled or if it is clear that it will not be fulfilled. Unofficial table of contents

§ 560 Maintenance of the State of the ship in accordance with the contract

The time charterer has to be given the ship during the duration of the time charter contract in a condition suitable for use in accordance with the contract. In particular, it has to ensure that the ship is seaworthy and, if the ship is used for the carriage of goods, it is capable of being charged. Unofficial table of contents

Section 561 Use of the ship

(1) The time charterer shall determine the use of the ship. He is obliged to select a safe harbor or berth with due diligence if he instruct the time charterer to start a particular port or berth. (2) The time charterer is for the tour and the other Operation of the ship is responsible. (3) The time charterer is entitled to charter the ship to a third party. Unofficial table of contents

Section 562 teaching obligations

The time charterer and the time charterer are obliged to inform each other about all the circumstances relating to the ship and the travelling conditions. Unofficial table of contents

§ 563 Loading and Delete

(1) The time charterer shall, if the ship is used for the carriage of goods, be loaded and deleted. (2) The time charterer shall ensure that the loading does not affect the seaworthiness of the ship. Unofficial table of contents

Section 564 Costs for the operation of the ship

(1) The time charterer shall bear the fixed costs of the operation of the ship, in particular the cost of the crew, equipment, maintenance and insurance of the ship. (2) The time charterer shall bear the variable cost of the vessel's operation; in particular, port fees, pilotage, smuggling and premiums for the further insurance of the ship. The time charterer shall also procure the fuel required for the operation of the ship in a commercially available quality. Unofficial table of contents

§ 565 Time Freight

(1) In the absence of any other agreement, the time freight is to be paid half-monthly in advance. (2) The obligation to pay the time cargo shall be waived for the period during which the ship is due to defects or other circumstances which are the risk area of the Time charterers are to be attributed, the time charterer is not available for contract use. If the use of the ship in accordance with the contract is reduced, a reasonably condescending time freight must be paid. Unofficial table of contents

Section 566 Pfandrecht des Zeitvercharterers

(1) The time charterer shall have a right of lien on the items on board the ship, including the fuel, for his claims under the time charter contract, insofar as these items are owned by the time charter. § § 932, 934 and 935 of the Civil Code, which are valid for the good faith acquisition of the property, are not to be applied. (2) The time charterer also has a lien on the claims of the time charter contract. Time charterers from this completed freight and sub-charter contracts, which are met by ship. The debtor of the claim, as soon as he is aware of the lien, can only afford to pay for the time charterer. (3) By way of derogation from paragraphs 1 and 2, the time charterer does not have a lien on future claims for compensation and for any non-due process. Claims for Time Freight. Unofficial table of contents

§ 567 Compulsory breach

If a party of the time charter contract violates a duty under this Treaty, the legal consequences shall be determined in accordance with the provisions of the Civil Code, which are in force in accordance with the general obligations of the Civil Code, insofar as not in this subsection other than that. Unofficial table of contents

§ 568 Right of retention

The time charterer may refuse the services it has owed, including the taking of goods and the exhibition of connoses, as long as the time charterer does not meet a due claim for time freight. Unofficial table of contents

Section 569 Return of the ship

(1) Upon termination of the contractual relationship, the time charterer shall return the ship at the agreed place. (2) If the contractual relationship is terminated by an extraordinary termination, the time charterer shall, by way of derogation from paragraph 1, have the ship where it is located at the point in time when the termination takes effect. However, the party which has to represent the reason for the extraordinary termination shall replace the other party with the damage caused by the premature termination of the contractual relationship.

Fourth Section
Ship emergency

First subsection
Ship Collision

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§ 570 Claims for damages

In the event of a clash of seagoing ships, the shipowner of the ship which caused the collision shall be liable for the damage caused by the collision on the other ship and the persons and property on board the ships. . However, the replacement obligation shall only occur if the shipowner of that ship or a person referred to in § 480 is guilty of a fault. Unofficial table of contents

§ 571 Co-inflicted

(1) If the shipowners of several vessels involved in the collision are obliged to pay compensation, the extent of the replacement to be provided by a shipowner shall be determined by the ratio of the seriousness of his or her debt to that of the other shipowners. Where such a relationship cannot be fixed, the shipowners shall be liable to the same extent. (2) By way of derogation from paragraph 1, the shipowners shall be liable for the damage caused by the death or bodily injury of a number of vessels involved in the collision. The person who is on board shall be the total debtor. In proportion to each other, shipowners shall be obliged to do so in accordance with paragraph 1. Unofficial table of contents

Section 572 Remote damage

If a ship, by performing or omission of a maneuver or by failing to comply with a shipping rule, deals damage to another ship or to the persons or objects on board the ships, without causing a collision § § 570 and 571 shall apply accordingly. Unofficial table of contents

Section 573 Participation of an inland waterway vessel

The provisions of this Subsection shall apply mutatily if an inland waterway vessel is involved in the accident.

Second subsection
Bergung

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Section 574 obligations of the Bergers and other persons

(1) Berger is the person who provides assistance to the following ships or assets:
1.
a marine or inland waterway or other property in danger of sea waters,
2.
a seagoing vessel at risk in inland waters, or
3.
an inland waterway or other property in danger of inland waters if it is provided with assistance from a seagoing vessel.
(2) A vessel within the meaning of paragraph 1 shall also be considered to be a floating or floatable structure. The property referred to in paragraph 1 shall also be subject to a risk to freight. By contrast, not as a ship or asset within the meaning of paragraph 1
1.
a thing that is permanently and intentionally attached to the coast or to the shore, and
2.
a fixed or floating platform or a mobile drilling facility located upstream of the coast for the exploration, exploitation or extraction of mineral resources of the seabed on the ground.
(3) The Berger shall be obliged to perform the performance with due diligence in relation to the owners of the ship and the other assets to which he provides assistance, to ask other Berger for assistance, if the circumstances are if the ship or the master or the owner of the ship in danger or the owner of the other risk is in danger, to accept the intervention of other Berger. (4) The owner and the owner of the asset The skipper or the master of a ship in danger and the owner of any other property in danger shall be obliged to take part in the salvage operations in all respects with regard to the Berger work together. Where the ship or any other property has been brought into safety, the persons referred to in the first sentence shall also, on a reasonable request from the Berger, also be obliged to withdraw the ship or other property. Unofficial table of contents

Section 575 Prevention or limitation of environmental damage

(1) The Berger is obliged to the owner of the ship in danger as well as to the owner of any other property in danger of applying the due diligence during the salvage operations in order to: To prevent or limit environmental damage. The same obligation shall be made by the owner and the skipper or the master of the ship in danger, as well as the owner of any other asset in danger, as against the Berger. A divergent agreement is void. (2) Environmental damage is a significant physical injury to human health or to the flora and fauna of the sea or marine resources in coastal and inland waters, or adjacent to the sea. Areas caused by pollution, contamination, fire, explosion or similar serious events. Unofficial table of contents

Section 576 Bergelohnclaim

(1) If the salvage operations are successful, the Berger shall be entitled to payment of a mountain coal. The claim exists even if both the recovered vessel and the ship from which the salvage operations were carried out belong to the same owner. (2) The Bergelohn also includes the replacement of the expenses incurred for the purpose of the Bergens were made. The costs and fees of the authorities are not included in the mountain coal, customs duties and other charges payable, the costs of storage, maintenance, assessment and disposal of the objects recovered (salvage costs). (3) Payment of the salvage and the payment of the salvage. the costs of salvage shall be of proportion to the owner of the ship and to the owners of the other recovered property in proportion to the value of the ship and the assets. Unofficial table of contents

§ 577 Height of the Bergelohns

(1) Bergelohn shall be determined, if the parties have not agreed its level, in such a way as to provide an incentive for salvage operations. In the case of fixing, the following criteria shall be taken into account, irrespective of the order in which they are listed:
1.
the value of the vessel recovered and other recovered assets;
2.
the document and the efforts of the Berger in relation to the prevention or limitation of environmental damage (Article 575 (2));
3.
the extent of the success achieved by Berger;
4.
the nature and relevance of the risk;
5.
the document and the efforts of the Berger in relation to the salvage of the ship and other property and to the rescue of human life;
6.
the time spent by the Berger as well as the expenses and losses incurred by him;
7.
the liability or other danger to which the Berger or his equipment was exposed;
8.
the inefficiency with which the services have been provided;
9.
the availability and use of ships or other equipment intended for salvage operations;
10.
the readiness and suitability of the equipment of the Bergers as well as their value.
(2) The salvage without interest, salvage costs and reimbursable procedural costs shall not exceed the value of the ship recovered and the other recovered assets. Unofficial table of contents

Section 578 Special remuneration

(1) Where the Berger has carried out salvage operations on a ship which, as such or as a result of its cargo, constituted a hazard to the environment, it may require the owner of the ship to pay a special remuneration to the extent that such payment is to be paid to the ship. To exceed the bergelohn that is available to the Berger. The right to special compensation shall also exist if the vessel and the ship from which the salvage operations were carried out belong to the same owner. (2) The special remuneration corresponds to the expenses incurred by Berger. For the purposes of the first sentence of sentence 1, the expenses reasonably spent in the recovery operations, as well as an appropriate amount for equipment and personnel, which have been used in practice and reasonably for the salvage operation, shall be: . In determining the appropriateness of the amount to be used for equipment and personnel, the criteria set out in § 577 (1), second sentence, points 8 to 10 shall be taken into account. (3) The Berger shall have an environmental damage due to his salvage operations (§ 575 (2), the special remuneration to be fixed in accordance with paragraph 2 may be increased by up to 30 per cent. By way of derogation from the first sentence, the special remuneration may be increased by up to 100 per cent, taking into account the criteria set out in Article 577 (1), second sentence, if this appears to be fair and equitable. Unofficial table of contents

Section 579 Exclusion of entitlement to remuneration

(1) The Berger may not require payment under the provisions of this Subsection for salvage operations carried out, provided that the measures do not go beyond what is reasonably considered to be the proper fulfilment of a (2) In addition, the Berger may not require any remuneration in accordance with the provisions of this Subsection if, contrary to the express and reasonable prohibition of the owner, the Berger or of the master of the ship or of the owner of another person in danger , which is not on board the ship or which has been carrying out salvage operations. Unofficial table of contents

§ 580 Misconduct of the Bergers

(1) The Bergelohn may be reduced or completely refused if salvage measures have become necessary or more difficult due to the fault of the Berger or if the Berger guilty of fraud or other unreputable conduct (2) The special remuneration may be wholly or partly failed if one of the reasons referred to in paragraph 1 is available or if the Berger has acted negligently and failed to prevent or prevent environmental damage (Section 575 (2)). limit. Unofficial table of contents

Section 581 Compensation claim

(1) Where a ship or its cargo is wholly or partly recovered from another vessel, the salvage or special remuneration shall be between the shipowner or the shipowner, the skipper or the master and the other crew of the other ship shall be distributed in such a way as to replace the ship owner or shipowner with the damage to the ship and the expenses, and that the remainder of the shipowners or shipowners shall be replaced by two thirds, the skipper or the master and the remainder of the crew, one sixth each. (2) The ship ' s crew, except the shipowner or captain, shall be subject to the following: The amount shall be distributed with particular reference to the factual and personal achievements of each member of the crew. The distribution is carried out by the skipper or captain by means of a distribution plan. This shall be the fraction of the fraction of the fraction to be attributed to each participant. The distribution plan shall be notified before the end of the journey of the crew. (3) Agreements deviating from paragraphs 1 and 2 to the detriment of the shipowner or the master or the other crew are void. (4) The paragraphs 1 to 3 shall be not to be applied if the salvage operations are carried out by a mountain or tug ship. Unofficial table of contents

Section 582 Majority of Bergern

(1) If several Berger work on the salvage, each Berger can only demand a share of the Bergelohn. In order to determine the ratio of the shares of Berger to the Bergelohn relative to each other, Section 577 (1) shall be applied accordingly; § 581 shall remain unaffected. (2) By way of derogation from paragraph 1, however, a Berger Bergelohn may require a full amount if he or she Intervention by the other Berger authorities, at the request of the owner of the ship in danger, or of any other assets in danger, and which the request proves to be unreasonable. Unofficial table of contents

§ 583 Rescue of people

(2) By way of derogation from paragraph 1, the person who, in the case of salvage operations, takes action in order to save human life, shall be able to do so by the person who is responsible for the rescue of human life. Berger, who is entitled to remuneration for the salvage of the ship or any other property or for the prevention or limitation of environmental damage (§ 575 (2)) according to the provisions of this subsection, shall be entitled to an appropriate proportion of of the remuneration. If, for the reasons mentioned in § 580, the Berger is not entitled to or only a reduced remuneration, the right to an appropriate share of the remuneration in the amount of the amount by which the share diminished may be directly against the owners of the shall be applied in accordance with section 576 (3). Unofficial table of contents

Section 584 Concluding and content control of a salvage contract

(1) Both the owner and the skipper or the master of the ship in danger shall be entitled to conclude contracts for salvage operations on behalf of the owners of the assets on board the ship. The skipper or master of this ship shall also be entitled to conclude contracts for salvage operations on behalf of the owner of the ship. (2) The salvage contract or any of its provisions may, upon request, be subject to judgment in respect of: be annulled or amended if:
1.
the contract has been received as a result of undue influence or under the influence of the danger, and its provisions are inaccurate or
2.
the contractually agreed remuneration is excessively high or overly low in relation to the services actually provided.
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§ 585 Pfandrecht. Right of retention

(1) In accordance with § 596 (1) (4), the creditor of a claim for salvage, on special remuneration or on salvage costs, has the rights of a ship's creditor to the born ship. (2) The rest of the recovered goods shall be subject to the Creditor for his claim for salvage or salvage costs a lien on and, insofar as the creditor is sole owner of the matter, also a right of retention. (3) The creditor shall be entitled to the lien granted in accordance with paragraph 1 or 2 and Do not claim or exercise the right of retention,
1.
if sufficient security has been offered or provided to him for his claim, including interest and costs, in a proper manner;
2.
in so far as the nave or other born thing belongs to a State or, in the case of a ship, is operated by a State, and the ship or the other cause is used for non-commercial purposes and at the time of the salvage operations in accordance with the universally recognized principles of international law, enjoys immunity,
3.
in so far as it relates to recovered cargo, which has been donated by a State for humanitarian purposes, provided that the State has agreed to pay the salvage services rendered in respect of such cargo.
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§ 586 Order of the Pfandrights

(1) Right of lien to the borrowed items in accordance with § 585 (2) shall take precedence over all other lien on the property, even if they have been incurred earlier. (2) There are several pledge rights in one case pursuant to Section 585 (2), so the pledge for the claim which has been incurred later shall be subject to the demand for the earlier claim; pledge rights for claims arising at the same time shall be equal; § 603 (3) shall apply accordingly. The same shall apply in the relationship of a lien pursuant to § 585 (2) on a plea founded on the same event for a claim for a contribution to the Great Haverei in accordance with § 594 (1). (3) Pfandrights to the goods in accordance with § § 594 (1). (4) The satisfaction of the creditor from the goods born on the basis of the lien in accordance with § 585 (2) shall be effected in accordance with the applicable law applicable to the enforcement of the enforcement of the obligation. Regulations. The action shall be brought against the skipper or the master in matters which have not yet been delivered; the judgment handed down against the skipper or the master shall also be effective in relation to the owner. Unofficial table of contents

Section 587 Security performance

(1) The Berger may require the performance of a sufficient security for his claim for salvage or special remuneration, including interest and costs, from the debtor. Sentence 1 shall not, however, apply where the salvage operations have been carried out for a ship owned or operated by a State for non-commercial purposes and at the time of the salvage operations, in accordance with the generally accepted principles (2) without prejudice to paragraph 1, the owner of the vessel shall, in the best possible way, ensure that the owners of the cargo hold sufficient security for the claims against them; , including interest and costs before the shipment is released (3) The recovered ship and other recovered objects may not be removed from the port or place of the ship without the consent of the Bergers prior to satisfaction or freezing of the requirements of the Berger's claims after the recovery measures have been completed. (4) Supplies the skipper or the master against paragraph 3 of a salted cargo, he shall be liable for the damage caused to the Berger by his fault. This shall also apply if the skipper acted on the instructions of the shipowner or the master at the instructions of the shipowner.

Third Subsection
Great Haverei

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Section 588 Errettung from joint danger

(1) If the ship, the fuel, the cargo or several of these objects are intentionally damaged or sacrificed for salvation from a common danger on the order of the master, or shall be incurred for this purpose on the order of the captain's expense (2) The person who owns the ship or owner of the fuel at the time of the hatred shall be the person responsible for the damage and expenses incurred by those involved. , or which bears the risk of a cargo hold or a cargo Freight request is under way. Unofficial table of contents

§ 589 Fault of a participant or a third party

(1) The application of the provisions relating to the Great Haverei shall not be ruled out by the risk of the fault of a party or of a third party being caused by the fault. However, the person involved in such a fault may not be entitled to pay any compensation because of the damage he has incurred. (2) If the risk has been caused by a fault of a participant, he/she shall be liable to the contributing party. to compensate for the damage suffered as a result of the fact that they have to bear the damage and expenses incurred in order to rescue them from the risk. Unofficial table of contents

§ 590 Measurement of remuneration

(1) The remuneration for the deferment of the ship, its accessories, the fuel and the cargo belonging to the cargo shall be determined according to the value of the transport value which the goods would have had at the place and at the time of the termination of the journey. (2) The Compensation for the damage to the items referred to in paragraph 1 shall be measured according to the difference between the traffic value of the damaged items at the place and the time of the termination of the journey and the traffic value which the goods are in undamaged condition in this place and at that time. If things have been repaired after the hay case, it is presumed that the costs incurred for a repair of the goods correspond to the loss of value. (3) The remuneration for the demise of a freight request shall be calculated on the basis of the amount which shall be paid to the (4) If the object which has been sacrificed or damaged was the subject of a contract of sale immediately before the commencement of the journey, it shall be presumed that the purchase price shown in the seller's invoice shall be: the traffic value of this thing. Unofficial table of contents

Section 591 Contribution

(1) The parties concerned, with the exception of the crew of ships and passengers, shall contribute to the payment of the remuneration. (2) The contributions to the Great Haverei shall be calculated according to the value of the objects which were in common danger. The value of the ship, the fuel and the cargo belonging to the cargo shall be determined by the value of the transport value at the end of the journey, plus any compensation for damage or sacrifice in the case of Grand Haverei for the relevant item. The value of a freight request shall be determined by the gross amount of the freight due at the end of the journey, plus any remuneration for a demise of the freight request on account of haemike measures. Unofficial table of contents

§ 592 Distribution

(1) The amount of the remuneration which a party may claim for the purpose of sacrifiding or damaging an item to be attributed to him pursuant to Article 588 (2), and the amount of the contribution which a party has to pay shall be determined in accordance with the procedure referred to in The ratio of the total remuneration to all parties concerned to the sum of the contributions to be made by all parties concerned. If a proportional loss of value determined in accordance with § 590 is above the proportion calculated in accordance with the first sentence, the party concerned by the loss of value shall be entitled to compensation in the amount of the difference. If a proportional loss of value according to § 590 is less than the proportion calculated in accordance with the first sentence, the participant affected by the loss of value must pay a contribution in the amount of the difference. (2) Each contributor shall, however, only be liable up to the level of the amount. of the value of the rescued object to be attributed to it in accordance with Section 588 (2). Unofficial table of contents

Section 593 Shipyards ' Law

In accordance with Section 596 (1) (4), the persons entitled to remuneration shall have the rights of a ship's creditor to the ship for their claims against the owner of the ship and the creditors of the cargo. Unofficial table of contents

§ 594 Pfandrecht of the Remuneration Beneficiaries. Non-delivery

(1) The persons entitled to remuneration shall have a lien on the fuel and the summons of the contributors for their contribution claims. (2) The lien shall take precedence over all other lien on these matters, even if they used to be used in the past. have arisen. If there are several pledge rights under paragraph 1 in one case, or if there is also a lien in accordance with Section 585 (2), the pledge for the later claim shall be based on the claim previously incurred. Pfandrights for claims arising at the same time shall be equal. Section 603 (3) shall apply accordingly. (3) The lien referred to in paragraph 1 shall be extinguish one year after the date of the creation of the claim. § 600 (2) shall apply accordingly. (4) The Pfandrecht shall be exercised by the shipowner for the persons entitled to pay. § § 368 and 495 (4) shall apply mutagentily to the assertion of the lien on the cargo. (5) The master shall not be entitled to the goods in which the lien referred to in paragraph 1 exists before the correction or to ensure the contributions. . If the master delivers the goods contrary to the first sentence, he shall be liable for the damage resulting from his or her fault to the person entitled to remuneration. This shall also apply if the master has acted on the instructions of the shipowner. Unofficial table of contents

§ 595 Presentation of the Dispache

(1) Each party shall be entitled to arrange for the presentation of the dispache at the place of destination or, if it is not reached, in the port in which the journey ends. Where the fuel or cargo has been intentionally damaged or sacrificed, the shipowner shall be obliged to arrange for the presentation of the dispache to the place referred to in the first sentence without delay; if he does so, he shall be the person concerned for the consignment. (2) The dispache shall be made up by a publicly appointed expert or a person appointed by the court of justice (Dispacheur). (3) Each participant shall have the person in his or her hands. Documents required for the presentation of the dispache, the Dispacheur To be made available.

Fifth Section
Shipyards

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Section 596 Secured receivals

(1) The creditors of the following claims shall have the rights of a ship's creditor:
1.
Today's requirements of the master and other persons of the ship's crew;
2.
public shipping, shipping and port levies, as well as Lotsallowances;
3.
Claims for damages arising from the killing or injury of persons, as well as the loss of or damage to property, provided that such claims arise from the use of the ship, except in the case of claims arising from the use of the ship. loss of or damage to property if the claims are derived from a contract or can also be derived from a contract;
4.
Claims for salvage, special remuneration and salvage costs; claims against the owner of the ship and against the creditor of the cargo for a contribution to the Great Haverei; claims for the disposal of the wreck;
5.
Claims of social security institutions, including unemployment insurance against shipowners.
Paragraph 1 (3) shall not apply to claims on the radioactive properties or a compound of the radioactive properties with toxic, explosive or other hazardous properties of nuclear fuels or radioactive materials. products or waste. Unofficial table of contents

Section 597 Pfandrecht of the ship's creditors

(1) The ship's creditors shall have a statutory right of lien on the ship for their claims. The lien may be prosecuted against any owner of the ship. (2) The ship shall also be liable for the statutory interest of the claims as well as for the costs of the legal proceedings which are intended to satisfy the satisfaction of the ship. Unofficial table of contents

Section 598 Subject of the Pfandrechts der Schiffsgläubiger

(1) The rights of the ship's creditors shall apply to the ship's accessories, with the exception of the accessories which have not been the property of the owner of the ship. (2) The lien shall also cover a replacement claim which shall: Shipowners shall be responsible for loss of or damage to the ship against a third party. The same applies with regard to the compensation for damage to the ship in the case of the Great Haverei. (3) The lien does not extend to a claim from an insurance company which the shipowner has taken for the ship. Unofficial table of contents

Section 599 Erasing of the claim

If the claim secured by the lien of a ship's creditor shall be issued, the lien shall also be issued. Unofficial table of contents

§ 600 Time lapse

(1) The lien of a voyage creditor shall be issued one year after the request has been made. (2) The lien shall not be issued if the creditor, within the time limit laid down in paragraph 1, shall have the seizure of the ship due to the lien, provided that the Ship later to be sold by means of foreclosure, without the ship becoming free in the meantime from seizure in favour of that creditor. The same shall apply to the lien of a creditor who, on account of his lien, is to accede to the enforcement procedure within that period. (3) A period during which a creditor is legally prevented from coming from the ship. , will not be included in the time limit. An inhibition, a runaway inhibition or a new start of the period for other reasons is excluded. Unofficial table of contents

Section 601 satisfaction of the ship's creditor

(1) The ship's creditor's satisfaction from the ship shall be carried out in accordance with the provisions relating to the enforcement of enforcement. (2) The lawsuit for the execution of the enforcement may be directed against the owner of the ship, in addition to the owner of the ship. The judgment against the supplier is also effective in relation to the owner. (3) The owner of the ship's creditor shall be deemed to be the owner of the ship's owner. The right of the unregistered owner to assert the objections to which he is entitled to the lien remains unaffected. Unofficial table of contents

Section 602 Priority of the rights of the ship's creditors

The rights of the ship's creditors shall take precedence over all other rights of the ship. They shall take precedence also in so far as goods subject to duty and taxable are used as security for public charges in accordance with statutory provisions. Unofficial table of contents

§ 603 General Ranking of the Pfandrights of the Ships Creditors

(1) The order of precedence of the creditor's rights shall be determined in accordance with the order of the numbers under which the claims are listed in § 596. (2) However, the pledge for the claims referred to in § 596 (1) (4) shall be subject to the following conditions: Priority shall be given to the lien of all other ship-holders whose claims have been incurred earlier. (3) Contribution claims to the Great Haverei shall be deemed to be at the time of the Havereifall, receivedto Bergelohn, to special remuneration and to Recovery costs as at the time of termination of the recovery operations and claims on account of the Removal of the wreck as occurred at the time of the end of the wreck removal. Unofficial table of contents

§ 604 Order of the Pfandrights under the same number

(1) From the pleas for the claims listed in § 596 (1) (1) to (3) and (5), the pledge for the claims referred to in the same number shall be of the same rank without regard to the date of its creation. (2) Pleas for the claims for personal injury listed in Section 596 (1) (3) shall be subject to pledge rights for the claims for property damage listed under the same number. (3) From the pledge rights for the claims in § 596 (1) (4) , the claims listed above shall be based on the claim for the later arising Request. Rights of care due to claims arising at the same time shall be equal.

Sixth Section
Statute of limitations

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§ 605 year of limitation period

The following claims are given in one year:
1.
Claims arising from a maritime freight contract and from a connossement;
2.
claims arising from ship-transfer contracts;
3.
Claims for contributions to the Great Haverei;
4.
Claims to be awarded to the shipowners according to § 571 (2).
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§ 606 Two-year limitation period

The following claims are followed in two years:
1.
Claims for damages due to death or bodily injury of a passenger or for loss, damage or delayed delivery of luggage, to the extent that the claims are subject to the provisions of this book;
2.
Claims for damages arising from the collision of ships or from an event falling under section 572;
3.
claims for mountain coal, special remuneration and salvage costs;
4.
Claims for the removal of a wreck.
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§ 607 The beginning of the limitation periods

(1) The limitation period for the claims referred to in paragraph 605 (1) shall begin with the day on which the goods have been delivered or, if the good has not been delivered, with the day on which the goods should have been delivered. If the claims are based on a travel freight contract, it must be made to the good which was or should have been delivered at the end of the last journey. (2) By way of derogation from paragraph 1, the period of limitation for the right of recourse shall begin. the debtor of a claim, as referred to in paragraph 605 (1), with the date of entry of the legal force of the judgment against the creditor creditor or, if there is no final judgment, with the day on which the revocation creditor is entitled to claim has been satisfied. Sentence 1 shall not apply where the retreat debtor has not been informed of the damage within three months of the resignation having become aware of the damage and the person of the offense debtor. (3) The The limitation period for the rights referred to in Section 605 (2) shall begin with the end of the year in which the claim has been made. Paragraph 2 shall apply mutationally to the limitation of the rights of recourse of the debtor of a claim arising from a time charter contract. (4) The period of limitation for the claims referred to in § 605 (3) and (4) shall begin with the end of the year, (5) The limitation period for the claims for damages referred to in § 606 (1) shall begin as follows:
1.
for claims for personal injury to a passenger with the day of disembing of the passenger;
2.
for claims relating to the death of a passenger on the day on which the passenger should have been disembed, or, if death has occurred after disembing, with the date of death, but no later than one year after the disembretion of the passenger Passenger;
3.
claims for loss, damage or delayed delivery of luggage with the day of disembing or with the day on which the disembing should have taken place, whichever is the later.
(6) The limitation period for the claims for damages referred to in § 606 (2) arising from a collision of ships or from an event falling under § 572 shall begin with the event triggering the damage. (7) The limitation period for the claims in § § 572 606 (3) and (4) shall commence with the cessation of the recovery or wreck removal measures. Paragraph 2 shall apply mutatily to the limitation of the debtor's claims for recourse to such claims. Unofficial table of contents

§ 608 Inhibition of the statute of limitations

The limitation period of the claims referred to in § § 605 and 606 shall also be inhibited by a declaration by the creditor with which such compensation claims shall be made, until the date on which the debtor refuses to comply with the claim. The collection of the claims and the rejection shall require the text form. A further declaration, which has the same replacement claim, does not inhibit the limitation period again. Unofficial table of contents

Section 609 Agreements on limitation

(1) The limitation of claims for damages arising from a contract of cargo or from a connossement for loss of or damage to good can only be negotiated by agreement, which is negotiated in detail, even if it is for a majority of Identical contracts between the same Contracting Parties shall be made easier or more difficult. However, a provision in the connossement, which facilitates the limitation of claims for damages, is not effective to third parties. (2) The limitation of the claims referred to in § 606 (1) for personal, baggage or delay damage can only be by declaration of the carrier or by agreement of the parties after the establishment of the claim reason. The written form shall be subject to declaration and agreement. A facilitation of the limitation period, in particular a reduction in the limitation period, is inadmissible. Unofficial table of contents

§ 610 Concurrisive claims

If contractual claims for damages subject to the provisions of this section are combined with competing non-contractual claims for damages, the provisions of this Agreement shall also apply to the non-contractual claims Section.

Seventh Section
General limitation of liability

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§ 611 Convention on the limitation of liability

(1) Liability for maritime claims may be made in accordance with the provisions of the Convention of 19 November 1976 on the limitation of liability for maritime claims (BGBl. 786), as amended by the Protocol of 2 May 1996 (BGBl I). 790), in its respective version, which is valid for the Federal Republic of Germany (limitation of liability agreements). This also applies to liability for bunker oil pollution damage under the International Convention of 2001 on Civil Liability for Bunker Oil Pollution Damage (BGBl. 578) (Bunkers Convention). (2) Liability under the International Convention of 1992 on Civil Liability for Oil Pollution Damage (BGBl. 1994 II p. 1150, 1152) (Liability Convention of 1992) may be limited in accordance with the provisions of this Convention. (3) Claims for damage caused by pollution within the meaning of Article I (6) of the 1992 Liability Convention are claimed. , and the 1992 Liability Convention is not applicable, the persons referred to in Article 1 of the Convention on Disclaimer may be liable for such claims in the appropriate application of the provisions of the Limit the liability of the limitation of liability. Where the same event takes the form of both the nature of the claims referred to in the first sentence and the claims for which the liability referred to in paragraph 1 may be limited, the maximum amounts of liability laid down in the Limitation Liability Convention shall apply. in each case separately for the whole of the claims referred to in the first sentence and for the totality of the claims for which the liability referred to in paragraph 1 may be limited. (4) The liability cannot be limited to:
1.
the rights referred to in Article 3 (e) of the Disclaimer, provided that the contract is governed by national law;
2.
Claims for reimbursement of the costs of legal proceedings.
(5) In addition to the provisions of the Liability Limitation Convention and the Liability Convention of 1992, § § 612 to 617 shall apply. Unofficial table of contents

§ 612 Restriction of liability for claims arising from wreck removal

(1) The liability limitation convention (§ 611 (1) sentence 1) shall apply to the following claims, subject to the proviso that, irrespective of the legal basis on which they are based, a separate limit of liability shall apply to them:
1.
Claims for reimbursement of the costs of lifting, disposing, destroying or damaging a sunken, haunted, stranded or abandoned ship, including everything that is or has been found on board such a ship; and
2.
Claims for reimbursement of the costs of disposal, destruction or harmless-making of the cargo of the ship.
However, the claims referred to in the first sentence shall not be subject to the limitation of liability in so far as they relate to remuneration contractually agreed upon. (2) The maximum liability referred to in paragraph 1 shall be calculated in accordance with Article 6 (1). Point (b) of the Liability Limitation Convention. The maximum liability shall apply to the whole of the claims referred to in paragraph 1 which are the result of the same event against persons who are the same person as referred to in Article 9 (1) (a), (b) or (c) of Article 9 (1) of the Treaty. Liability limitation convention. It shall be available exclusively for the satisfaction of the claims referred to in paragraph 1; Article 6 (2) and (3) of the Disclaimer shall not apply. Unofficial table of contents

Section 613 limitation of liability for small ships

For a ship with a room content of up to 250 tonnes, the maximum amount of liability to be calculated in accordance with Article 6 (1) (b) of the Disclaimer of Liability (Article 611 (1), first sentence) shall be equal to half of the amount of liability for a ship with a room content of 2 000 tonnes of the maximum amount of liability. Unofficial table of contents

§ 614 limitation of liability for damage to ports and waterways

Without prejudice to the right referred to in Article 6 (2) of the Liability Limitation Convention (§ 611 (1) sentence 1) in respect of claims for death or bodily injury, claims for damage to port facilities, harbor basins, waterways and Navigational aids take precedence over other claims under Article 6 (1) (b) of the Disclaimer. Unofficial table of contents

§ 615 Restriction of the liability of the pilot

(1) The maximum amounts of liability referred to in Article 6 (1) (a) and (b) of the Liability Restriction Convention (§ 611 (1), first sentence) shall apply to claims against a pilot operating on board, with the proviso that the pilot shall, if the room content is of the vessel shall be limited to the amounts calculated on the basis of a space content of 2 000 tonnes. (2) The provisions of Article 7 (1) of the Disclaimer of Liability The maximum liability shall apply to claims against a pilot operating on board with the proviso that: if the ship is allowed to carry more than 12 passengers after the ship ' s certificate, it can limit its liability to the amount calculated on the basis of a number of 12 passengers. (3) The establishment and distribution a fund in the amount of the amounts to be calculated in accordance with paragraph 1 or 2 and the effects of the establishment of such a fund shall be determined in accordance with the rules on the establishment, distribution and effects of the establishment of a fund in the sense of the Article 11 of the Disclaimer. However, Article 11 (3) of the Limitation Liability Convention shall not apply if, in the case referred to in paragraph 1, the room content of the vessel in question exceeds 2 000 tonnes or, in the case of paragraph 2, the ship exceeds the total amount of the vessel after the certificate of ship ' s certificate more than (4) A pilot who is not active on board the vessel in question may be liable for the claims referred to in Article 2 of the Liability Restriction Convention in the appropriate application of Section 611 (1), (3) and (4). as well as § § 612 to 614 and 617, subject to the proviso that for these claims a the maximum amount of liability calculated in accordance with paragraph 1 or 2 and available exclusively for the satisfaction of the claims against the pilot. Unofficial table of contents

Section 616 Disclaimer

(1) If the debtor is a legal person or a commercial company, he shall not be liable to limit his liability if:
1.
the damage is attributable to an act or omission of a member of the institution entitled to represent the representation or to a member entitled to represent it, and
2.
by such act or omission, the limitation of liability under Article 4 of the Liability Limitation Agreement (§ 611 (1) sentence 1) or under Article V (2) of the Liability Convention of 1992 (§ 611 (2)) is excluded.
The same shall apply if the debtor is a co-shipowner and the damage is due to an act or omission of the correspondent. (2) If the debtor is a personal trader, each member may be liable for his/her personal Liability for claims, for which the company can limit its liability. Unofficial table of contents

§ 617 Procedure of limitation of liability

(1) The establishment and distribution of a fund within the meaning of Article 11 of the Liability Limitation Agreement (§ 611 (1) sentence 1) or within the meaning of Article V (3) of the 1992 Liability Convention (§ 611 (2)) shall be determined in accordance with the (2) The limitation of liability under the Limitation of Liability Convention may also be invoked when a fund within the meaning of Article 11 of the Liability Convention has not been established. Section 305a of the Code of Civil Procedure remains unaffected.

Eighth section
Procedural rules

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Section 618 A burnout of a Berger

At the request of a Berger (Article 574 (1)), the court responsible for the main case may, in the light of the circumstances of the case, settle the case at its reasonable discretion by providing that the debtor of the right to Bergelohn, or Special remuneration shall be paid to the Berger as an amount to be paid as cheap and equitable as a deposit payment and on which conditions the performance shall be performed. The inordinated disposition may be issued even if the conditions laid down in § § 935 and 940 of the Code of Civil Procedure do not apply. Unofficial table of contents

Section 619 deliveries to the master or skipper

A claim by a ship's creditor for the execution of the enforcement of a ship and a judgment or a decision in a procedure relating to an arrest in a ship may be carried out by the master of that ship or, in so far as an inland vessel is concerned, to be delivered to the skipper.

Ninth Section
(dropped)

Eleventh Section
(dropped)

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Asset (dropped)