Category: News

Franchise Law and Standard Terms and Conditions

Franchisors generally use uniform franchise agreements for the purposes of maintaining a consistent distribution system and ensuring equal treatment of franchisees. These agreements therefore constitute standard terms and conditions within the meaning of section 305(1) sentence 1 of the German Civil Code (BGB). To the extent that they are not individually negotiated by the parties, […]

Execution and Certification of Documents under Hungarian Law from Germany

Unlike in most German federal states, lawyers in Hungary generally perform extensive functions comparable to those of notaries. In the course of doing business in Hungary, you will therefore sooner or later require either a document countersigned by a Hungarian lawyer (ügyvédi ellenjegyzés) or a notarised public instrument (közokirat). The good news is that you […]

Landowners in Hungary who are parties to “pocket contracts” face up to five years’ imprisonment and expropriation. Is there a solution?

Until the end of April 2014, EU nationals were, as a rule, also prohibited from acquiring arable land in Hungary, owing to a temporary derogation under EU law. For this reason, foreign purchasers — most often from Austria — frequently entered into so-called “pocket contracts” with Hungarian sellers. In most cases, the parties signed an […]

Personal Liability of Managing Directors in the Insolvency of a German GmbH — Also Applies to German AGs

In the insolvency of a German customer, a supplier and creditor is always faced with the problem that, in the customer’s insolvency proceedings, the supplier will often have to accept a reduction of its claim that varies from case to case and will usually have to be satisfied with an insolvency quota. The supplier’s shortfall […]

Personal Liability of a German GmbH Managing Director in the Event of Insolvency (also applicable to an AG)

A situation frequently encountered by Hungarian suppliers (who later become creditors in insolvency proceedings) is that, after they have performed their contractual obligations, their German business partner files for insolvency. The creditor is then often left with no option but to accept the distribution quota determined by the German insolvency administrator. As a result, substantial […]

Specific Features of Civil Proceedings in Commercial Matters Involving a Foreign Party, 10/2017

The seminar presentation by NZP lawyer Nagy, held as part of the continuing legal education programme of the Munich Bar Association, is aimed at certified specialists in international business law as well as in commercial and corporate law, and at in-house counsel. It addresses the practically relevant specific features of private international law and international […]

Discounted Acquisition of Shares from the Employer as Employment Income

If an employee is granted the discounted acquisition of shares from the employer or from a third party in return for their work, this constitutes income from employment under Section 19(1) sentence 1 no. 1 in conjunction with Section 8(1) of the German Income Tax Act (EStG), to the extent that the employer sells the […]

The Chair of the Supervisory Board in Times of Modern Corporate Governance

As the number of legal obligations continues to grow and lawmakers and courts further tighten management liability, the work of supervisory boards is increasingly coming into focus. A substantially higher requirements profile and significantly increased liability risks particularly affect chairs of supervisory boards and supervisory board members with special areas of responsibility. I. Introduction German […]

Resale Price Maintenance in China in Contract Drafting

In 2013, the State Development and Reform Commission of the People’s Republic of China and the local pricing authorities of the affected provinces of Sichuan and Guizhou imposed unusually high fines on two of the best-known state-owned enterprises, amounting to approximately EUR 54 million in total. According to the authorities’ findings, both companies set minimum […]

Rights to Refuse Performance in the Case of Government Bonds

Neither a payment moratorium declared by a state nor debt restructuring agreements concluded with other bondholders give rise to a right to refuse performance under international law. The defendant state, Argentina, issued an 8% Deutsche Mark bond 1997/2009 in 1997 with a total nominal amount of DM 1 billion. The bond terms provided for the […]