Gesellschafterdispositionen über die Geschäftsführerhaftung nach § 43 GmbHG

In this groundwork study, Philipp Ortmann examines the legal background to the release of the GmbH managing director from liability by the shareholders through instruction and approval resolutions and abstract liability limitation clauses. The author looks at the affected stakeholder groups (creditors, shareholders, the general public) in order to precisely analyze how the GmbH law weights and balances their interests in this context. The result of the study is a consistent overall system regarding the release of management from liability which, in comparison to the more restrictive state of opinion in legal discourse, can be described as liberal ("director-friendly").