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von Göler (Hrsg.) / / § 9a

§ 9a Claims for compensation on part of company

(1) Where false statements are made for the purpose of forming the company, the shareholders and directors of the company, as joint and several debtors, shall make the payments which have not been made, they shall compensate for remuneration which has not been included in the expenses for formation, and they shall pay compensation for any other damage arising.

(2) Where the company suffers damage due to an intentional or grossly negligent act by shareholders on account of capital contributions or expenses for formation, the shareholders shall all be liable to compensate that damage as joint and several debtors.

(3) A shareholder or director shall be exempt from these obligations if he was neither aware of the facts establishing the obligation to pay compensation nor needed to be aware thereof when applying the due care of a prudent businessman.

(4) In addition to the shareholders, those persons for whose account the shareholders have subscribed to shares shall also be responsible in the same manner. They may not rely on their own ignorance on account of such circumstances of which a shareholder acting for their account was aware or of which he needed to be aware when applying the due care of a prudent businessman.

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