From August 2022: Virtual meetings at the GmbH – if everyone agrees

the am 22.3.2022 ver­öf­fent­lichte BMJ bill one POLE provides (Art. 5 Nr. 2), to the § 48 Unit volume 1 GmbHG to add the following sentence: ​„Meetings can also be held by telephone or video communication if all shareholders agree to this in text form without Based on the GmbH statutes, a telephone or audiovisual resolution can be made – if at Gesell­schaf­ter die­sem Ver­fah­ren by e‑mail, among other things. This consent can be given before the virtual meeting or in it, for example by chat message.

also seechanging resolutions can in a video meeting ein­stim­mig be caught, the nota­ri­elle Beur­kun­dung is opened for this (Art. 6 Nr. 2 c POLE). And in general, the articles of association when founding a GmbH can be complete in the future ​„mit­tels Video­kom­mu­ni­ka­tion” (§ 16c Notarization Act, revised by Art. 3 Nr. 3 POLE) are certified, because the (often criticized for the DiRUG) Aus­schluss von Sach­grün­dun­gen becomes besei­tigt. However, this extension of notarial certification to non-cash incorporations, resolutions that change articles of association and declarations on the acquisition of a share on the occasion of capital increases is only to take effect from August 2023 apply as this ​„require a considerable organizational and technical effort” (Reason RefE p. 21).