Die Disposition über Organhaftungsansprüche in der Aktiengesellschaft und im Aktienkonzern

The work deals with the highly topical waiver of a corporation’s claims against its directors and officers under the German Stock Corporation Act (§ 93 IV 3 AktG). Aside from an abstract analysis of the formative characteristics of a waiver, the author concentrates on the question under which circumstances the relevant statutory law rule is applicable analogously to actions other than a formal waiver. In this context, the work puts an emphasis on the complicated and so far little-discussed situation in multilevel group structures. Moreover, the author presents a detailed analysis of the different scopes of application of the relevant German statutory law (§ 93 IV 3 AktG) regarding waivers in the corporate context on the one hand, and the relevant case law of the German courts in this regard on the other hand. Lastly, the author discusses the open question under which standard of scrutiny the actions of the company organ executing the waiver on the corporation’s behalf should be reviewed.