Cologne, Nordrhein-Westfalen ( release-news ) July 11, 2012 - http://www.grprainer.com/en/Company-Law.html In the present case the Federal Court of Justice of Germany (BGH - Az. II ZR 56/10) was concerned with the question of the shareholders' liability in a GmbH in case of an economic re-establishment.
GRP Rainer Lawyers and Tax Advisors Germany Cologne Berlin Bonn Düsseldorf Frankfurt Hamburg Munich Stuttgart www.grprainer.com explain: According to this judgment, which has been published at March 6, 2012, the Federal Court of Justice of Germany (BGH) decided that shareholders' liability in a GmbH depends on the date of the re-establishment. What matters is whether there exists a funding gap between the company's ability and the statutory capital fund at this particular time.
The shareholders are liable for the infill of the assets of a company in case of a re-establishment after the constant jurisprudence of the Federal Court of Justice.
In addition, the new shareholders should not be responsible for all commitments since the beginning of the economic activity for an unlimited period of time.
The most significant information is that the starting of the economic activities with a different company object presents a new establishment.