Eine zivilrechtliche Betrachtung der Managerhaftung. Folgen für Unternehmensentscheidungen
Enrico Moch
Wissenschaftlicher Aufsatz aus dem Jahr 2023 im Fachbereich Jura - Zivilrecht / Arbeitsrecht, Note: 2,0, , Veranstaltung: Doctor Business Administration-DBA, Sprache: Deutsch, Abstract: In the course of the globalization of markets and ever faster innovation cycles, the competitive pressure on companies and their decision-makers is increasing. Fast, but also legally correct,appropriate and incontestable decisions are in demand. Due to their position, managers, among others, are subject to a special duty of care. They not only bear the entrepreneurial risk, but also have to answer to the company, the shareholders and third parties for culpablebreaches of duty.More and more frequently, managers are confronted with recourse claims for the financial losses of the companies. What can a manager actively do to protect himself against liability claims, what legal bases or contractual or insurance options are there at all, and which ones really offer effective financial protection in an emergency? It is assumed that the greatest danger comes from within the company itself (internal liability).To answer this question, a literature review is used to analyze and structure the existing knowledge and evaluate it in the context of the research question. First, the concept of managerial liability is defined in the context of the chosen legal forms of corporations and the current bases of liability are presented. Based on this, possibilities of exemption from liability and limitation of liability are discussed. Another possibility under insurance law, which only came to the attention of German companies at the end of the 1990s, is discussed. Finally,suitable recommendations for action are derived to minimize the liability risks of corporate bodies. Depending on the corporate form of the company and the governing body, the four points (1.) avoidance of misconduct, the complex contractual (2.) legal framework, the (3.)court decisions with legal character and the conclusion of a (4.) D&O insurance or directors and officers liability insurance will be of varying importance.The focus of this work was the question of the possibilities of minimizing the liability of corporate bodies of limited liability companies in the legal form of GmbH and AG. Corporate bodies constantly make decisions that can lead to major financial losses. In the worst case, if intent or gross negligence against the duty of care can be proven, there are no liability-limiting regulations and the organ is liable with its private assets......
