With this autumn edition of our newsletter, we would like to thank you for your loyalty. Many of you have subscribed to this newsletter for a long time now, have been loyal clients, partners and friends for years. We also wish to be and remain your loyal advisors, partners and friends. Friendship is mentioned last, but not least, in this list, because we think friendship is more important than ever in these times where the world seems more divided than it used to be for decades. Amidst the turmoil of various crises in so many regions of the world, political as well as economical and ecological, personal relationships matter. They are the basis of trust and progress. This is why we strive to be your trusted advisors also in turbulent waters.

A good piece of advice is, in most cases, to look at the lighter side of life, too. To brighten up the cooler days of this season, in this newsletter you will find, next to the latest news from German and EU lawmakers and courts, an article about a famous cake, which from a Southern German baking tradition has become a popular cake in many – even distant – places of the world. Enjoy reading!

With colorful autumn greetings,

Friedrich Graf von Westphalen & Partner

Corporate law: Filing of the beneficial owner in the transparency register in the case of multi-level shareholdings
The beneficial owners of companies must be filed with the transparency register. However, it is not always simple to determine the beneficial owner of a company, especially in complex corporate structures. The fact that there are now repeated rulings on this topic illustrates this all too well. read more>

Corporate law: No deletion of address data in the list of shareholders
What must be entered in the list of shareholders is regulated by law. Anyone who accidentally discloses too much information (e.g. their private address) has bad luck: as a ruling by the Munich Higher Regional Court shows, they cannot demand the deletion of this data from the list of shareholders. read more>

Corporate law: Dismissal of the managing director by the (unauthorized) shareholders' meeting
As a rule, managing directors are appointed and dismissed by the shareholders' meeting. The articles of association may deviate from this and transfer powers to other company bodies. The Federal Court of Justice has now decided what applies if the shareholders want to “reclaim” the authority in such a case. read more>

Corporate law: Land register changes for real estate partnerships under civil law require prior entry in the company register
Since the beginning of the year, changes to the shareholder structure of a partnership under civil law (GbR) can no longer be entered in the land register, but only in the company register. This was decided by the Higher Regional Court of Frankfurt - and is one of the first decisions on the new partnership law. read more>

Labor law: Dismissal for good cause of an Amazon works council due to working time fraud
If the chairman of a works council attends private appointments instead of a booked training course during his working time and subsequently makes false statements in his time recording, this justifies an extraordinary dismissal without notice due to working time fraud. This was held by the Higher Labor Court of Lower Saxony in a ruling dated February 28, 2024. read more> 

Labor law: A post-contractual non-competition clause with a managing director of a limited liability company can be effective even without a promise of compensation for non-competition
The Federal Court of Justice has confirmed that the managing director of a limited liability company (GmbH) with whom a post-contractual non-competition clause is agreed does not have to be guaranteed and later paid compensation. If compensation is nevertheless promised, the contracting parties are free to agree on the amount and can also effectively agree to retroactively cancel the promised compensation in the event that the managing director breaches the non-competition clause. read more>

Labor Law: Requirements for opening legal recourse to the labor courts for managing directors of limited liability companies
The Regional Labor Court of Mecklenburg-Western Pomerania clarified in its decision of May 15, 2024 that a dismissal from the position of managing director does not automatically turn the underlying contractual relationship into an employment relationship. read more>

Product law: The EU Battery Regulation – challenging for companies
The EU Battery Regulation, which came into force on August 17, 2023, has been partly applicable since February 18, 2024. Companies are undoubtedly confronted with a complex piece of legislation that requires both entrepreneurial and legal insight. The practical challenges are multilayered. read more>

EU Directive on the "right to repair": What companies need to know
The EU directive on common rules for the promotion of the repair of goods will oblige manufacturers and, in certain circumstances, importers and distributors of certain goods, to offer repairs and provide information about repairs even after the warranty period has expired. read more>

The “EU Supply Chain Act” is in force
On July 25, 2024, the so-called “EU Supply Chain Act” entered into force. The EU member states have two years to transpose the Directive into national law. Companies to which the Directive applies will then have to fulfill certain due diligence obligations with regard to compliance with human rights and environmental standards. These due diligence obligations include the identification, assessment, prevention, remediation or minimization of actual or potential adverse impacts of business activities on human rights and the environment. read more>

Update wine law: New EU wine labeling law and ECJ ruling on "cocktail containing wine"
Wines and aromatized wine products produced after December 8, 2023 can be labeled in a completely innovative way and, unlike all other foods, with a QR code that provides consumers with the list of ingredients and the nutrition declaration which are now compulsory particulars laid down in Article 119 of the amended CMO Regulation. read more>

The Black Forest Cake - the world’s most popular dessert
There is a cake that the New York Times recently titled the world’s most famous and popular cake. But although the cake's name would seem to indicate its origin, people all over the world – from Nepal, Pakistan and the Lebanon to Zimbabwe, Chile and some distant Pacific Islands - believe the cake originated in their own country. read more>

We introduce: Our corporate lawyer Moritz Rothe from our Freiburg office. read more>