Information rights of shareholders

The shareholders of a GmbH have a right to information and inspection, which is set out in § 51a GmbHG. These information rights enable the shareholders to obtain comprehensive and efficient information about the affairs of the GmbH and, if necessary, to exert influence on the management.

The right to information and inspection generally includes information on the affairs of the GmbH, in particular on the course of business, the status of business, the economic situation and strategic planning. In addition, shareholders have the right to inspect the books and records of the GmbH.

Information and inspection rights are not unrestricted and can be refused by the managing director in certain cases; the refusal requires a shareholder resolution. The right to refuse to provide information may exist if the company is threatened with considerable damage as a result of the provision of information, information is confidential and the company or a third party has a legitimate interest in maintaining confidentiality.

In addition to the information rights under Section 51a GmbHG, there are further information rights that shareholders can exercise jointly or individually vis-à-vis the company or each other. In addition, further information rights can be agreed within the articles of association.
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