Rights to Information of Film Fund Investors of a Public German Limited Partnership – Judgement of BGH dated 5 February 2013 – II ZR 134/11

  • Germany
  • 05/27/2013
  • BGH Case Law on Corporate Law

The BGH has ruled in a case regarding the right to information of the trustor of a public German limited partnership (Kommanditgesellschaft – KG).

Investors who have acquired an interest as trustors in a public KG via a limited partner in trust have a right to be informed and to ask from the public KG names and addresses of the other investors having acquired an interest in the company if they are contractually granted the position of a direct limited partner (Kommanditist) in the company.

Investors of a public KG who had not been registered in the commercial register had filed an action. They asked the public KG for information on other investors whose data were only known to the trustee and the public KG. However, the respective contracts had excluded such rights to information of the investors.

Now the BGH ruled that, according to the contractual regulations, the investors who had joined the public KG as trustors were on the same level inter partes as the investors holding an interest as limited partner. Thus, the trustors are entitled in the same way as any other limited partner to know the identity of their counterparts under the partnership agreement. This claim cannot be excluded in the respective contracts.