The general meeting is intended as the highest organ of a corporation in the corporate law. It takes place at least once a year. Entitled participants of the general meeting are all shareholders of an enterprise.
Substantial legal basis which can be considered are in Germany the paragraphs 118 to 147 of the law on limited companies.
On the general meeting fundamental decisions for the enterprise become please, for example the choice of the members in the supervisory board, changes of the statutes as well as the payment of profits in form of a dividend. Important point on the agenda is the discharge of the supervisory board and the executive committee. The general meeting usually selects the accountant.
The subject of current discussions in connection with the general meeting are on the one hand the containment of often irrelevant speech contributions by so-called occupation shareholders as well as the increase of the often very small bspw. by transmission in the Internet and electronic tuning.
The general meeting is also the highest organ of member-strong associations, with which the meeting of the members normally usual with associations would blow up the framework due to the possible high number of participants (e.g. at the General German Automobile Association). On the general meeting of large associations take therefore exclusively before determined delegated part. All important things, which move the association, are discussed. Above all the general meeting serves for the confirmation of an executive committee or for its new election.
During serious changes in the statute or articles of association a general meeting must be called up, also extraordinarily, i.e. outside of a given rhythm after law on societies.
The technical organization of the general meetings of quoted corporations with bearer shares (dispatch of the business reports and invitations as well as the administration of the being correct rights) is incumbent on the depot banks in Germany, since the enterprises do not know their shareholders (owners from registered shares are the enterprise by the share register well-known and can by this directly be informed). The shareholder left the choice its right to vote purged to represent or by authority the bank or one of him assigned (e.g. German protection combination for security possession registered association) the right to vote too transferred (depot right to vote). If the shareholder decides for the practice of his right to vote, the shares of the society must lie to a certain deadline "record DATE" in the depot of the investor. The shares can thereafter even if the general meeting date did not take place yet is sold. This is a reorganization since the year 2006 successfully their application finds.
In the year 2005 the shares in the depot up to the expiration of the HV became closed, so that an otherwise possible transfer did not lead on another to a Vermehrung of the being correct rights.
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