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	<title>Corporate sanctions and compliance | REUTER-LEGAL RSS Feed</title>
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	<description>The corporate sanctions and compliance by GÖRG</description>
	<pubDate>Thu, 30 Apr 2026 17:18:56 +0200</pubDate>
	<copyright>© 2026 REUTER Rechtsanwaltsgesellschaft mbH</copyright>
	<ttl>60</ttl>
	<item>
		<title>Ad Hoc – Damage Claims in Insolvency: The Federal Court of Justice’s Wirecard Decision Highlights a Constitutional Deficit</title>
		<description><![CDATA[In the Wirecard case, the German Federal Court of Justice (BGH) issued a decision on November 13, 2025 (IX ZR 127/24), resolving a highly controversial question: If a management board violates ad-hoc disclosure obligations or other capital-market disclosure duties, and shareholders therefore bring capital-markets-based damages claims, but the company subsequently enters insolvency proceedings, what priority do such damages claims have in the insolvency? Are they treated as ordinary insolvency claims of other creditors, or do they rank behind them as membership-related rights? According to the BGH, the latter applies, because the claims are rooted in the shareholders’ status as owners of the company’s shares. This subordinated ranking can significantly improve the recovery rate of ordinary creditors.

The BGH derives the subordination from a comparison of claims from the perspective of insolvency law and its task of allocating the debtor’s financial shortfall appropriately: Who is “closer” to]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/ad-hoc-damage-claims-in-insolvency-the-federal-court-of-justices-wirecard-decision-highlights-a-constitutional-deficit/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/ad-hoc-damage-claims-in-insolvency-the-federal-court-of-justices-wirecard-decision-highlights-a-constitutional-deficit/</guid>
	</item>
	<item>
		<title>Hard cases make bad law: Cardinal duties of managing directors and the knowledge exclusion in D&#x00026;O insurance (Legal Foray 6)</title>
		<description><![CDATA[Breaches of law arising from delayed filing for insolvency account, by case numbers, for the bulk of executive liability claims. At the same time, the number of insolvencies is rising again. The number of court decisions dealing with D&#x00026;O liability issues or with questions of coverage by D&#x00026;O insurers is also increasing. For that reason, we periodically make legal forays on our blog into practical aspects of delayed insolvency filings. The following blog contribution addresses the Federal Court of Justice (BGH) judgment of 2014, which made it easier for D&#x00026;O insurers in coverage litigation to invoke the defence of knowledge where the insured managing director has breached an elemental professional duty (a cardinal duty). The Frankfurt Higher Regional Court (OLG Frankfurt) deepened and extended this case law in three decisions from 2025 concerning breaches of the duty to file for insolvency and the prohibition on payments once insolvency has arisen. The “cardinal-]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/hard-cases-make-bad-law-cardinal-duties-of-managing-directors-and-the-knowledge-exclusion-in-d-o-insurance-legal-foray-6/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/hard-cases-make-bad-law-cardinal-duties-of-managing-directors-and-the-knowledge-exclusion-in-d-o-insurance-legal-foray-6/</guid>
	</item>
	<item>
		<title>The “Effectiveness” of Compliance Management Systems: Audit Standards under Empirical Scrutiny</title>
		<description><![CDATA[Are compliance management systems (CMS) merely legal exercises with no real effect? Empirical evidence suggests that the effectiveness of CMS cannot be demonstrated. Suggestions on how to assess the effectiveness of CMS quantitatively or qualitatively do not, as things stand today, provide a reliable measurement, but only partial insights that tend to obscure the bigger picture. In the absence of reliable measurability, common standards (DIN, IDW PS 980, COSO, etc.), companies, and auditors are resorting to increasingly comprehensive and expensive mandatory programs - a “race to best practice” in order to avoid liability. This costs money that is lacking elsewhere, as well as time, systematically promotes risk aversion in companies beyond the realm of compliance, and is likely to dampen the quest for opportunities. All of this is often lamented, but accepted. However, the mentioned empirical findings have palpable legal consequences: Obligations that entail costs and other burdens must be evidence-]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/the-effectiveness-of-compliance-management-systems-audit-standards-under-empirical-scrutiny/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/the-effectiveness-of-compliance-management-systems-audit-standards-under-empirical-scrutiny/</guid>
	</item>
	<item>
		<title>CJEU und BGH: Rougher Winds for Corporate Fines and Recourse Against Managers</title>
		<description><![CDATA[According to a new CJEU ruling, fines under the General Data Protection Regulation are calculated based on group turnover. Does this also apply to the Digital Services Act and the Artificial Intelligence Act? Furthermore, the German Federal Court of Justice has referred to the CJEU the question of whether a company can seek recourse from responsible managers for corporate fines. In other words, the liability climate is becoming more challenging. This blog post explores these topics.

On a separate note I take licese to add the following: Economically speaking, it is the shareholders who bear the cost of corporate fines. This is inadequate and, in my opinion, violates EU fundamental rights. Increasingly harsher EU obligations also lead to ever more sophisticated, comprehensive compliance management systems, and systematically increase risk awareness and risk aversion in companies without correspondingly fostering the search for opportunities.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/cjeu-und-bgh-rougher-winds-for-corporate-fines-and-recourse-against-managers/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/cjeu-und-bgh-rougher-winds-for-corporate-fines-and-recourse-against-managers/</guid>
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	<item>
		<title>Executives in the crosshairs: Why D&#x00026;O claims are on the rise - and what&#x00027;s really behind them</title>
		<description><![CDATA[The number of D&#x00026;O claims is rising - but why are more and more managers (including former managers) being targeted? This article provides an exclusive insight into current developments in manager liability: from typical project errors to antitrust violations and the recovery of state aid. With data from over 500 claims and concrete reasons for liability, the analysis shows how quickly a management error can turn into a risk worth millions - and why a good corporate strategy is more important today than ever.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/executives-in-the-crosshairs-why-d-o-claims-are-on-the-rise-and-whats-really-behind-them/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/executives-in-the-crosshairs-why-d-o-claims-are-on-the-rise-and-whats-really-behind-them/</guid>
	</item>
	<item>
		<title>Manager Liability for Delayed Filing for Insolvency: Liability Continues After End of Office (Legal Foray No. 5)</title>
		<description><![CDATA[Legal violations related to to delayed insolvency filings represent the most frequent basis for managerial liability claims. At the same time, the number of insolvency proceedings is once again on the rise. For this reason, our blog from time to time makes legal forays into practical aspects of delayed insolvency filing matters that may carry significant weight in court proceedings or settlement negotiations. The following post is the fifth in this series. It addresses a decision of the German Federal Supreme Court, pursuant to which managers remain liable for delayed insolvency filing even after end of their office and for contracts with new creditors. This is a substantial extension of liability and also has an impact on D&#x00026;O insurance.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delayed-filing-for-insolvency-liability-continues-after-end-of-office-legal-foray-no-5/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delayed-filing-for-insolvency-liability-continues-after-end-of-office-legal-foray-no-5/</guid>
	</item>
	<item>
		<title>Manager Liability for Delayed Insolvency Filing: New Federal Supreme Court Ruling on Cessation of Payments and Illiquidity (Legal Foray No 4)</title>
		<description><![CDATA[Legal violations due to delayed insolvency filing constitute the majority of cases in manager liability. Therefore, we periodically make legal forays into this topic on our blog. The focus of our fourth foray is a ruling handed down by the German Federal Court of Justice (BGH) dated January 25, 2025, which addresses one of the key issues in the liability of company directors for payments made when insolvency is imminent—namely, the &#x00022;cessation of payments&#x00022; as an indicator of insolvency. The ruling confirms: The concept of &#x00022;illiquidity&#x00022; is complex, proving it in court is challenging, and it remains a central issue in many disputes in this area.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delayed-insolvency-filing-legal-forray-no-4-through-court-and-negotiation-practice/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delayed-insolvency-filing-legal-forray-no-4-through-court-and-negotiation-practice/</guid>
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		<title>The Exhaustion of D&#x00026;O Insurance – The Frankfurt Higher Regional Court Sets Rules for D&#x00026;O Insurance Practice in the Wirecard Case</title>
		<description><![CDATA[The Wirecard case raises complex liability issues. No less difficult is the terrain of D&#x00026;O insurance, in which the former Wirecard CEO Markus Braun has already initiated several court proceedings. Of more general interest for D&#x00026;O insurers, however, is a new, detailed ruling handed down by the Higher Regional Court of Frankfurt on the claim of another Wirecard manager, namely the former head of accounting, who wanted to be reimbursed by the D&#x00026;O insurer for the costs of his legal defense and for public relations consultants. The Higher Regional Court of Frankfurt dismissed the claim against the insurer because the sum insured had been exhausted, and in its ruling addresses key issues of D&#x00026;O insurance coverage law, in particular, how insurance sums are to be distributed if they fall short of the total sum of damages Some of the issues dealt with often arise in practice and are neuralgic. The judgment is carefully and broadly reasoned. It is therefore outlined on our blog,]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/the-exhaustion-of-d-o-insurance-the-frankfurt-higher-regional-court-sets-rules-for-d-o-insurance-practice-in-the-wirecard-case/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/the-exhaustion-of-d-o-insurance-the-frankfurt-higher-regional-court-sets-rules-for-d-o-insurance-practice-in-the-wirecard-case/</guid>
	</item>
	<item>
		<title>Manager Liability for Delay in Filing for Insolvency: Contradictions between the Federal Supreme Court and the Institut der Wirtschaftsprüfer (IDW) in Respect of the Illiquidity Definition (Legal Foray No. 3)</title>
		<description><![CDATA[Claims against managers for reimbursement of payments made to creditors after the company should have filed for insolvency are attractive from the perspective of the illiquidity administrator: Such claims can quickly accumulate into significant amounts and are usually covered by D&#x00026;O insurance. From time to time, our blog therefore makes legal forays into practical aspects of this liability area. The following, third of these forays - like foray 2 - looks at the concept of illiquidity and takes up the new IDW S 11 standard of the German Institute of Auditors. There, the IDW only allows financial status to be used to calculate insolvency, increases the percentage “coverage gap” on this basis compared to the German Federal Supreme Court (BGH) and warns that a calculation based on the BGH would entail a risk of liability. In contrast, we set in our 2nd foray of 6 October 2024 that the IDW&#x00027;s position is not supported by the procedural context of the BGH rulings to which the IDW refers. What is more,]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delay-in-filing-for-insolvency-legal-foray-3-contradictions-between-the-federal-supreme-court-and-the/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delay-in-filing-for-insolvency-legal-foray-3-contradictions-between-the-federal-supreme-court-and-the/</guid>
	</item>
	<item>
		<title>Manager Liability for Delay in Filing for Insolvency: Contradictions between the Federal Supreme Court and the Institut der Wirtschaftsprüfer (IDW) in Respect of the Illiquidity Definition (Legal Foray No. 2)</title>
		<description><![CDATA[Two new forays on our Blog are dedicated tot the concept of illiquidity. The term is of pivotal importance, and one would think that enough time has passed since 01 January1999, when the German Insolvency Act (Insolvenzordnung [InsO]) came into force, to clarify the details. Indeed, the German Federal Court of Justice (IXth Senate) issued a fundamental ruling on the notion of illiquidity in 2005. According to ruling, illiquidity is determined on the basis of a combination of the static (calculation date related) figures of a status with the dynamic figures (related to the 3 weeks following the calculation date) of a financial plan. Pursuant to recent decisions of the Federal Court of Justice, however, under certain circumstances a series of financial status is sufficient to &#x00022;prove&#x00022; illiquidity, a legal tomography so to speak, which is not intended to provide a picture of the financial infarction by means of a dynamic finacial plan, but by a „layer-by-layer“ representation.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delay-in-filing-for-insolvency-legal-forays-into-court-and-negotia-tion-practice-part-2-contradictions/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/manager-liability-for-delay-in-filing-for-insolvency-legal-forays-into-court-and-negotia-tion-practice-part-2-contradictions/</guid>
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		<title>Manager liability for delay in filing for insolvency: forays into court and negotiation practice (Lehal Foray No. 1)</title>
		<description><![CDATA[Legal violations in the event of delay in filing for insolvency consitute, as reagrds case numners, an important area of manager liability practive. In principle, the law makes managers liable for all payments made by the company once it has become insolvent. When asserting such claims, however, a whole series of substantive and procedural hurdles must be overcome, which are not only the subject of many court decisions, but are also included in settlement negotiations. The legislator amended the matter some time ago. At the same time, the number of insolvencies is currently on the rise again. All of this leads us to expect more disputes of this kind. For this reason, from time to time our blog will take a look at practical aspects of section 15b InsO that may be of significance in court and in settlement discussions. The following article is the first of these forays.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/managerhaftung-bei-insolvenzverschleppung-streifzuege-durch-gerichts-und-ver-handlungspraxis-teil-1/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/managerhaftung-bei-insolvenzverschleppung-streifzuege-durch-gerichts-und-ver-handlungspraxis-teil-1/</guid>
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		<title>Recent OLG case law: New aisles, old ways in the thicket of D&#x00026;O insurance</title>
		<description><![CDATA[Manager liability cases can give rise to questions regarding D&#x00026;O insurance cover (see the blog post from 26.03.2024, https://www.reutercomplianceblog.com/artikel/leitpfosten-des-lg-frankfurt-zu-brennpunkten-von-manager-haftung-bussgeldregress-und-d-o-versicherung/). Two recent decisions of the Higher Regional Court of Cologne and the Higher Regional Court of Schleswig address such questions. They mainly deal with (i) the definition of an &#x00022;insured event&#x00022;, (ii) the consequences of an assignment of coverage claims from the insured manager to the policyholder, i.e. the injured company, (iii) the proof of exclusion of coverage in the event of a &#x00022;knowing breach of duty&#x00022; and (iv) the consequences of breaches of duty and seting aside by the insurer of the policy. Such issues frequently arise in D&#x00026;O liability practice. They harbor legal pitfalls. This article outlines the two decisions.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/recent-olg-case-law-new-aisles-old-ways-in-the-thicket-of-d-o-insurance/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/recent-olg-case-law-new-aisles-old-ways-in-the-thicket-of-d-o-insurance/</guid>
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		<title>Guide posts of the Frankfurt Regional Court on Key Issues of Manager Liability, Recourse for Fines and D&#x00026;O Insurance</title>
		<description><![CDATA[A recent decision of the Regional Court of Frankfurt sets guide posts on key issues of manager liability, recourse for fines and D&#x00026;O insurance. It addresses issues (1) regarding the admissibility of the advance coverage proceedings by declaratory action of the insured manager against the insurer (vorweggenommene Deckungsklage), (2) regarding the admissibility of D&#x00026;O insurances against recourse for corporate fines and (3) regarding the conditions under which the typical exclusion of coverage (carve out) due to &#x00022;knowing&#x00022; breaches of duty applies. All three areas are important in practice. Furthermore,. the legislator is also getting involved in the discussion on recourse for corporate fines against managers in connection with the planned implementation of the EU&#x00027;s NIS 2 Directive. This post is to outline anc comment the decision.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/guide-posts-of-the-frankfurt-regional-court-on-key-issues-of-manager-liability-recourse-for-fines-and-d-o-insurance/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/guide-posts-of-the-frankfurt-regional-court-on-key-issues-of-manager-liability-recourse-for-fines-and-d-o-insurance/</guid>
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		<title>The EU Corporate Sustainability Due Diligence Directive  as an ESG component with disproportionate effects</title>
		<description><![CDATA[The draft of the EU Supply Chain Directive (Corporate Sustainability Due Diligence Directive or CSDDD-E) has once again sparked a debate at political level following a vote in the &#x00022;trilogue&#x00022; of the Council, Commission and Parliament working levels. And rightly so from a legal perspective: the CSDDD-E violates the principle of proportionality, which, according to the European Court of Justice (ECJ), also applies in EU law and breaks the contrary consensus reached in the trilogue of the working levels. According to its draft, the CSDDD would significantly interfere with companies&#x00027; fundamental rights, namely the freedom to conduct a business, the freedom to choose an occupation, the right to work and the fundamental right to property (Art. 15 et seq. of the EU Charter of Fundamental Rights; &#x00022;CFR&#x00022;). Although these rights and freedoms of companies are not absolute by nature, they can be restricted, but only to the extent that this is proportionate.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/the-eu-corporate-sustainability-due-diligence-directive-as-an-esg-component-with-disproportionate-effects/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/the-eu-corporate-sustainability-due-diligence-directive-as-an-esg-component-with-disproportionate-effects/</guid>
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		<title>New Developments on the Recovery of Corporate Fines from the Management</title>
		<description><![CDATA[If fines are imposed on companies for illicit conduct, the question arises as to whether the companies can seek recourse against the responsible managers. The question is controversial. However, the higher fines become, the more important the question becomes. Because of their exorbitant amount, it is in particular fines for violations of European and national antitrust law which fuel the debate. Two very recent - contradictory - rulings of the Dortmund Regional Court and the Düsseldorf Higher Regional Court, as well as the German lawmaker, are giving new impulses to the discussion.

The article sums up the new decisions and draws the consequences for practice. As long as the issue has not been decided by the court of last instance, supervisory bodies have to decide on the assertion of claims. They cannot refrain from asserting the claims solely on the grounds that recourse is not legally possible. Furthermore,]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/new-developments-on-the-recovery-of-corporate-fines-from-the-management/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/new-developments-on-the-recovery-of-corporate-fines-from-the-management/</guid>
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		<title>The EU&#x00027;s ESG Rules: Multiple Combined Encroachments on Companies with Disproportionate Consequences</title>
		<description><![CDATA[On June 1, 2023, the EU Parliament adopted a joint position on the draft Corporate Sustainability Due Diligence Directive (CSDDD). The CSDDD is to become a further central pillar of the regulatory building for &#x00022;Corporate Social Responsibility&#x00022; (CSR) and &#x00022;Environment/Social/Governance&#x00022; (ESG) that the EU is currently establishing. The following will first provide an overview of the regulations. The regulations significantly expand and sharpen the concept of &#x00022;sustainability&#x00022; and harness accounting and company law tools. The legislative purpose is to guide investment, transform the entire EU economy, hold companies accountable to this end, and give third parties means to enforce the relevant obligations. The rules impose high costs and other burdens on companies. In many cases, however, the rules are neither necessary nor suitable for the protection of the climate, the environment and human rights; this applies in particular to the rules addressing governance issues.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/the-eu-esg-rules-multiple-combined-encroachments-on-companies-with-dis-proportionate-consequences/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/the-eu-esg-rules-multiple-combined-encroachments-on-companies-with-dis-proportionate-consequences/</guid>
	</item>
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		<title>Corporate Sanctions and Compliance: ECJ tightens corporate liability for competition violations: &#x00022;Effective enforcement of rights&#x00022; also requires &#x00022;effective protection of fundamental rights”</title>
		<description><![CDATA[The European Court of Justice (“ECJ”) has developed a broad concept for the definition of an “undertaking”
for purposes of EU corporate fines. According to this concept, an „undertaking“ within the meaning of Art. 101 TFEU is „any entity engaged in an economic activity, irrespective of its legal form and the way in which it is financed“ . The ECJ determines the scope of such an „economic unit“ according to rules similar to those of a group of affiliated companies. The ECJ has recently extended the scope of application of this wide definition to the area of damage claims in case of competition law infringements. The ECJ has made such extension so as to enhance “effective” enforcement of completion rules. The article describes the judgment and its practical consequences. It also sets out that such “effective enforcement” calls for “effective protection” of the fundamental rights of the persons concerned lest the rule of law be impaired. This also has procedural consequences.]]></description>
		<link>https://www.reutercomplianceblog.com/en/articles/corporate-sanctions-and-compliance-ecj-tightens-corporate-liability-for-competition-violations-effective-enforcement-of-right/</link>
		<guid>https://www.reutercomplianceblog.com/en/articles/corporate-sanctions-and-compliance-ecj-tightens-corporate-liability-for-competition-violations-effective-enforcement-of-right/</guid>
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