von Göler (Hrsg.) / / § 58f

§ 58f Capital reduction with simultaneous increase in share capital

(1) If, in the case referred to in section 58e, a resolution is passed to increase the share capital at the same time as a decision is taken on capital reduction, account may also be taken in the annual financial statements of the effected capital increase. The resolution shall be permissible only if the new shares are subscribed to, no contributions in kind are determined and if payment of each of the new shares which must be effected in accordance with section 56a is effected at the filing of the application to enter the capital increase. Proof of subscription and payment must be furnished to that notary who authenticates the resolution to increase the share capital.

(2) The resolutions shall all be null and void if the resolutions on capital reduction and capital increase have not been entered in the Commercial Register within three months of being passed. This period shall be suspended whilst an action for avoidance or annulment is pending. The resolutions shall only be entered jointly in the Commercial Register.

(3) The annual financial statements may not be disclosed in accordance with section 325 of the Commercial Code until the resolutions on capital reduction and capital increase have been entered in the Commercial Register.

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