A Clear Division Between Managing Directors

On 6 November 2018 the Federal Court of Justice ruled on a company with two managing directors. The company’s insolvency administrator sued one of them for payments made after the company had, he argued, become insolvent. The lower court had accepted the director’s defense that the matter lay with his co-director. The Federal Court of Justice held that a division of areas requires klare und eindeutige Abgrenzung der Geschäftsführungsaufgaben, a clear and unambiguous demarcation of management tasks, agreed by all members. The management as a whole keeps responsibility for matters that cannot be delegated. The division need not be in writing.

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