von Göler (Hrsg.) / / § 29

§ 29 Appropriation of earnings

(1) The shareholders shall have a claim to the annual surplus plus any profit carried forward and minus any losses carried forward in so far as the resulting amount is not excluded from distribution amongst the shareholders by law or the articles of association, by decision in accordance with subsection (2) or as additional expenses on the basis of the decision concerning the appropriation of earnings. If the balance sheet is prepared taking account of the partial appropriation of the earnings or if reserves are released, the shareholders shall, in derogation of the first sentence, have a claim to the net earnings shown in the balance sheet.

(2) Unless the articles of association provide otherwise, the shareholders may allot the amounts to retained earnings or carry them forward as profit on the basis of a resolution to appropriate earnings.

(3) The profit shall be distributed in proportion to the shares. The articles of association may stipulate another criterion for distribution.

(4) Notwithstanding subsections (1) and (2) and deviating agreements regarding profit distribution in accordance with subsection (3), second sentence, the directors may, with the consent of the supervisory board or the shareholders, allocate to other retained earnings the capital share of those appreciations in value of fixed and current assets. The amount of these reserves must be entered separately in the balance sheet; it may also be stated in the annex.

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