Abweichung vom Gesellschaftsvertrag der GmbH

'Deviation from the Articles of Association of the GmbH. On the Examples of Breaches of the Articles of Association and Opening Clauses': The question if and how shareholder resolutions can effectively deviate from the articles of association of a GmbH is a traditional subject of the corporate law discussion as well as of recent legal publications and court decisions. The paper takes up this discussion and attempts to develop a solid legal dogmatic basis both for opening clauses and for breaches of the articles of association and at the same time to gain insights from the cross-thematic consideration.