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Aktiengesellschaft (AG)

Joint-stook company after german law

juridical personality. For its commitments only the corporate assets are responsible to the creditors. It has a capital stock divided into shares (ยง 1 Shares law).

 

The right of the corporations is codified in the Shares law of 06.09.1965 (with various changes until today).

 

The choice of the form of business organization AG meant for an enterprise the possibility of procuring itself large amounts of capital how it needs a modern large-scale enterprise. Since the shareholders with the share purchase further obligations do not die, the AG can turn on the general capital market to a far public. Substantial also the easy transferability of the shares is, with quoted enterprises over the stock exchange. The AG is the preferential company form for large-scale enterprises.

 

A special law with special conditions for the "small corporation" does not exist in Germany. After a change of the Shares law 1994 for corporations with in particular well-known shareholders (e.g. family companies) some formal requirements were simplified. Now also an establishment of one-man is permissible. Thus the form of the AG became attractive even for smaller medium-size enterprises (therefore the term: "small Joint-stook company").

 

For creditors, in addition, for the shareholders, the legislator tries to limit the dangers and disadvantages of the legal form of the AG by a form-strict legal structure. Those in individual quite complicated formalities bring a certain ponderousness to the AG with itself.

 

For the Joint-stook company, capital stock divided into portions (shares) is typical. The shares are in principle freely transferable. On number and persons of the members it does not depend. The corporation is a pure finance company. The minimum capital stock amounts to 50,000 euro.

 

The AG is its own legal entity. It is legislative body organized. It is independent of the member existence and has its own organization with independently organs. The law prescribes three organs: Executive committee, supervisory board and general meeting. The relationship of the organs is determined to each other by a to a large extent compelling authority distribution.

 

The partners (shareholders) are not buyers. The adhesion opposite creditors is limited to the corporate assets of the AG.

 

An AG can pursue almost all purposes, which are legally permissible (trades subject to approval). After appropriate professional ethics however some free occupations may not be operated in form of an AG (e.g. pharmacies, notaries and physicians) (trades - free occupations).

 

The AG is considered to strength of law always as a commercial company independently of the actually pursued purpose (form buyer).

 

 

 

 


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