Die rechtliche Zulässigkeit von Compliance-Amnestieprogrammen

Amnesty programs of an AG are immanent to the clarification and non-sanctioning of compliance violations. This affects the legality control obligation, which requires the board of management to sanction misconduct. In resolving the resulting tension, the author deals with the scope of the legality obligation and applies the Business Judgement Rule analogously to uncertain legal situations, so that the board of directors has discretion concerning both the selection and the resolution of sanctions. If discretionary powers are exercised dutifully in the interests of the company and legal advice is mandatory, the management board can exonerate itself internally at the level of the breach of duty.