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von Göler (Hrsg.) / GmbH Online-Kommentar / § 54

§ 54 Application for registration and entry of amendment to articles of association

(1) Any amendment to the articles of association is to be entered in the Commercial Register. The application must include the full text of the articles of association; a notary must certify that the amended provisions in the articles of association correspond to the resolution to amend the articles of association and that the unamended provisions correspond to the last complete text of the articles of association which was submitted to the Commercial Register.

(2) Unless the change concerns the information referred to in section 10, reference to the documents submitted to the court concerning the amendment suffices when entering the amendment.

(3) The amendment is without legal effect until it has been entered in the Commercial Register at the place of the company’s registered office.

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