The Minutes Become the Contract

In German law, silence is in principle not consent. Business has an exception, the kaufmännisches Bestätigungsschreiben, the commercial letter of confirmation. After negotiations, one side writes down what was agreed and sends it. If the other side does not object without delay, the contract stands as the letter describes it. The letter does not need to carry that name. Auch ein „Besprechungsprotokoll” wirkt wie ein kaufmännisches Bestätigungsschreiben. The minutes of a meeting have the same effect. The objection must come quickly. In 2023 the Higher Regional Court of Bamberg held that such a letter must be answered within a day or two. In 2024 the Federal Court of Justice refused leave to appeal, so the ruling became final.

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