Federal Court of Justice: Competence of the shareholders' meeting to regulate the remuneration of managing directors also in case of agreements with third parties

Commentary to a recent judgment of the Federal Court of Justice from May 14, 2019.

If a GmbH concludes an agreement with a third party for the paid provision of managing directors, it shall be represented by its shareholders' meeting as the agreement constitutes an indirect remuneration for managing directors which falls within the annex competence of the shareholders' meeting for the appointment and dismissal of managing directors in accordance with § 46 No. 5 GmbHG.