 |
| end of one year from the entry of the corporation in the commercial
register for adoption of a resolution on the discharge. It may be recalled
before that time by the stockholders' meeting with simple majority
vote. |
| |
| * * * * * * * * * * |
| |
Par. 95
Duties and Rights of the
Aufsichtsrat |
| |
(1) The Aufsichtsrat has to supervise the management
[Geschaeftsfuehrung].
(2) The Aufsichtsrat can demand at any time from
the Vorstand a report on the affairs of the corporation including its
relationship with an enterprise of the Konzern. An individual member too may
demand a report, though only (one) made to the Aufsichtsrat as such. Should the
Vorstand decline making such a report, the report can be requested only if the
chairman of the Aufsichtsrat endorses the demand.
(3) The Aufsichtsrat
may inspect the books and correspondence of the corporation, as well as the
assets [Vermoengensgegenstaende], particularly the funds [Gesellschaftskasse]
and the holdings of securities and merchandise; it can also commission
individual members or, for specific tasks, special experts for this work.
(4) The Aufsichtsrat has to convoke a stockholders' meeting, if the
welfare of the corporation requires it.
(5) The execution of measures
pertaining to the management cannot be transferred to the Aufsichtsrat. The
articles of incorporation, or the Aufsichtsrat may specify, however, that
certain kinds of business shall be undertaken only with its consent.
(6) The Aufsichtsrat members cannot have their duties carried out by
others. |
| |
Par. 96
Report to the Stockholders’
Meeting |
| |
(1) The Aufsichtsrat has to examine the annual balance sheet, the
proposal for the distribution of profits, and the annual report, and to give an
account on these to the stockholders' meeting.
(2) In its report, the
Aufsichtsrat has to state in what way and to what extent it has examined the
management of the corporation during the business year, which office has
examined the annual balance sheet and the annual report, and whether these
examinations have given rise to any serious objections. |
399 |
. 
