Bulletins and newsletters

Bartsch und Partner 2009 Law Forum
The Bartsch und Partner 2009 Law Forum was held on 27.11.2009 at the International Department of Karlsruhe University. We were delighted to welcome Prof. Dr. Ing. Rüdiger Dillmann, Chairman of the Institute of Anthropomatics at Karlsruhe University, who delivered a guest lecture on the topic of "Humanoid Robots in everyday life". Furthermore, two colleagues of the law firm spoke on legal topics, Ulrich A. Götz about "One year modernisation of the law on private limited companies (MoMiG)" and Thorsten Walter about "Instant dismissal because of a bagatelle?"

ARUG (Act on the Implementation of the Shareholders' Rights Directive) effective
On 01.09.2009, the Act on the Implementation of the Shareholders' Rights Directive (Gesetz zur Umsetzung der Aktionärsrichtlinie (ARUG)) took effect. The Act contains  some important new provisions for stock corporations.

• The legislator has tried for some time to limit the possibility of blocking the registration of resolutions passed by shareholder's meetings by abusive shareholder suits to set aside such resolutions. Some time ago, an accelerated approvals proceeding (Freigabeverfahren) was created to permit the registration of resolutions adopted by a shareholder's meeting while shareholder suits were pending. This accelerated approvals proceeding has been substantially modified by the ARUG. The Higher Regional Court (Oberlandesgericht) now has sole jurisdiction over approval proceedings. In the event of suits filed by small shareholders to set aside the registration of corporate changes, the court may order the approval more easily.
  
• The rules for the preparation and conduct of shareholder's meetings were thoroughly amended. Furthermore, the rules regarding time periods applying to the preparation of shareholder's meetings were changed.
  
• In certain cases, the impairment test  may be omitted with regard to company formations with contributions in kind. Provisions governing "hidden"  contributions in kind were added to the German Stock Corporations Act (Aktiengesetz).

The Act will generally take effect as of 01.09.2009, but the individual provisions will become applicable successively.  

In particular, the new regulations on shareholder's meetings will entail substantial changes for the corporate practice. During the transitional period, stock corporations should check prior to each convening of a shareholder's meeting which of the new provisions already apply. It would also seem reasonable to subject the articles to a critical review with regard to the new opportunities offered by the new Act.

New HOAI 2009 in force
The new HOAI 2009 (Fee Structure for Architects and Engineers) entered in full force and effect on 18.08.2009. This amendment completely revises the computation of fees of architects and engineers. The fees were increased by a flat 10% in the relevant A/E fee schedules. Nevertheless, in certain cases the fees may be lower under the new HOAI 2009 than those pursuant to the previous computation method, since the computation for all service phases is now based on the construction costs that are now determined based on the design development (model for the computation of construction cost).

The new HOAI 2009 applies to all contracts concluded with architects and engineers after 18.08.2009. All contracts and agreements concluded prior to that date will continue to be governed by the previous version of HOAI. However, it has not been conclusively determined how to proceed with step-by-step engagements - which are frequently found in contracts concluded with architects and engineers -  if the contract was entered prior to 18.08.2009, but individual service phases are not released until the new HOAI 2009 enters into force. The profession will still have to live with the legal uncertainty involved therein for some time.

What is also new is that the HOAI 2009 only applies to architects and engineering firms with their primary place of business in the Federal Republic of Germany. Thus, the provisions of the Council Directive 92/50/EEC relating to the coordination of procedures for the award of public service contracts were implemented into national law.

Ulrich Götz new partner of the law firm
Ulrich Götz, Specialist Lawyer for Company Law, joined our law firm as a partner on 01.08.2009. Our colleague Mr. Götz had worked in his own law firm founded in 2004 under the name of Götz & Collegen in Karlsruhe and cooperated with the Chartered Accountant and tax advisor Prof. Dr. Andreas Birk. Mr. Götz had been in contact with our law firm for several years. The clients of Mr. Götz are primarily medium-sized companies that he advises on company law issues such as company formation, change of corporate form, reorganization, as well as mergers and acquisitions. In addition, Mr. Götz works in the fields of industrial property law, competition law, and investment law.
JUVE reporting on the joining of Mr. Götz  

Change in the legal form of the law firm
Since the registration of the law firm in the partnership register as of 03.07.2009 the law firm is considered a partnership pursuant to the Act on Partnerships. This legal form has been preferred by larger law firms for some years now.

The only change from our clients' point of view is that concerning lawyer liability. As a rule, in a partnership, only that lawyer is liable who is responsible for case or matter.

Award for lecture
In the winter semester 2008/2009, the Department of Information Technology at Karlsruhe University (Technical University) for the third time granted Dr. Alexander Hoff an award for his extraordinary successful contribution to academic teaching. During a survey in the winter semester 2006/2007 and summer semester 2007 students had already voted his Labour Law Lecture to be the best optional lecture.

Karlsruhe Municipal Hospital receives new magnetic resonance tomograph
From a press release of the Municipal Hospital dated 31.03.2009:

"Magnetic resonance tomograph that is suitable for children is coming

Contract for purchase of the large system signed by the Society for the Promotion of the Oncological Department of the Karlsruhe Paediatric Hospital (FuoKK) and the Karlsruhe Municipal Hospital [...] 

In the course of the project realization, the society was advised and supported by the Karlsruhe law firm Bartsch und Partner. Efficient communication and close cooperation with the Management of the Municipal Hospital paved the way for the contract now signed between the Municipal Hospital and the society . This in turn will allow the system to be commissioned before the end of 2009.

The work of the society and the working team, however, are not yet finished. The society will continue to make every effort to make available further funds to close a still existing gap to the tune of EUR 360,000 through fund-raising within the next eight years." 

Alfred Bartsch deceased
Our senior partner Alfred Bartsch, born on 22.01.1918 in Breslau, sadly passed away on 28.10.2008.

Mr. Bartsch founded the law firm in 1950 with the most limited resources. He was a man renowned for his charisma and social adeptness. When he was once asked about the secret of this professional success he replied that he knew what the other people were thinking.

His charming personality and quick wit were famous. Since he was a young man he had had difficulty walking, but his walking stick was much more than just a walking aid, rather it was also a pointer, a means of gesticulation und threatening, trademark and - in a special edition - a safe hideaway for a small bottle of schnaps.

His reconciliation skills and his concise and colourful rhetorical and writing style will remain a beacon to which we aspire. 

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