Schuldrechtliche Gesellschaftervereinbarungen in der Gesellschaft mit beschränkter Haftung unter besonderer Berücksichtigung der Rechtsnachfolge

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Abstract It is well established that (contractual) shareholders' agreements form a central part of legal practice and flesh out the legal relationships within a GmbH and between its shareholders in detail; moreover, they contain those regulations which decisively shape and determine the lifetime of the respective GmbH. It is evident that various problems are associated with this practice. Furthermore, the questions of what becomes of existing shareholders' agreements in the event of a transfer of the shares within a GmbH and their (potentially) binding effect on the respective successor are of great importance. This thesis examines the effects of succession with respect to the shares within a GmbH on a new shareholder if the former shareholder was party to a shareholders' agreement. The central question is whether and to what extent the new shareholder is bound by the regulations of such an agreement and how the succession to such a shareholders' agreement is executed.