Hengeler Mueller advises Siemens on actions by shareholders to set aside the resolution on the spin-off of OSRAM
12. April 2013
On 23 January 2013, the Annual Shareholders' Meeting of Siemens Aktiengesellschaft resolved on the approval of the Spin-off and Transfer Agreement entered into between OSRAM Licht AG and Siemens Aktiengesellschaft. Various shareholders brought actions to set aside and annul the resolution, which were served at the beginning of the month of April. Siemens initiated a so-called clearance procedure pursuant to section 16 (3) of the German Transformation Act (Umwandlungsgesetz) to overcome the impact of these actions blocking the entry into effect of the spin-off. By decision of 10 April 2013, the Higher Regional Court of Munich granted the request for clearance. The actions thus no longer impede the entry into effect of the spin-off.
Hengeler Mueller had already advised Siemens Aktiengesellschaft comprehensively on the structuring and preparation of the spin-off.
Advice on the clearance procedure was provided by partners Jochen Vetter (Munich), Torsten Busch (Frankfurt), Simon Patrick Link (Munich), senior associate Daniel Halmer and associate Moritz Schuler (Munich) (all Corporate).