Abberufung

Abberufung is a legal act by which a corporate officer—typically a managing director, board member, or authorized officer—is prematurely removed from their position. Typically, the shareholders' meeting resolves with a simple majority to dismiss the managing director according to § 38 GmbHG; for stock corporations, § 84 para. 3 AktG applies. After the resolution, the Abberufung must be promptly registered with the commercial register to be legally effective against third parties in accordance with the publicity effect of § 15 HGB. Reasons for an Abberufung can include breaches of duty, loss of trust, illness, or strategic realignments. Important: Although the corporate office ends with the effective Abberufung, the employment contract remains in effect until it is separately terminated or annulled. Therefore, anyone wishing to dismiss a managing director should consider both corporate and employment law formalities. It is advisable for companies to notarize the Abberufung and maintain comprehensive documentation for the commercial register. This ensures that the Abberufung is legally unchallengeable and minimizes liability risks for shareholders.

Abberufung appears in the chronological record as a notification like 'Managing Director dismissed.' Through the person or history API, users can immediately recognize when and which corporate officer was dismissed, allowing them to automatically monitor leadership changes, liability risks, or compliance violations and base their business or credit decisions on current register data.