Deutsche Bank 2008 AGM ‘Void’?

Press reports today suggest that Leo Kirch is likely to participate in mediation talks with Deutsche Bank in an effort to resolve his long-running dispute with the company.

Earlier this week, the Landgericht in Frankfurt (a local court), found in Kirch’s favour, and the ruled that most of the decisions of the 2008 AGM are void. In particular, the choice of auditor and the supervisory board and their discharge and the decision on the use of retained earnings are annulled. Deutsche Banks has stated that it intends to appeal to the Oberlandsgericht (a higher instance, provincial court) in Frankfurt, which has already supported DB in same cases twice since 2003. However the capital increases approved at the meeting were allowed by the High Court in an emergency procedure and are not impacted by the decision. If Oberlandsgericht supports the ruling of Landgericht, the case will go to the German Supreme Court, whose ruling will be final.

Back in 2002, the CEO of Deutsche Bank, Rolf Breuer gave a television interview in which he said it was “questionable” whether Mr. Kirch would be able to refinance billions of euros of debt. This pushed Kirch Group to file for bankruptcy. Kirch sued the bank claiming that Breuer had violated German laws that prohibit bankers from making public statements about the financial situation of their clients.

Deutsche Bank last year fired its German head of corporate security and its head of investor relations after the bank was revealed to have hired private detectives to monitor executives including chief operating officer Lamberti, an employee representative Gerald Herrmann, and Michael Bohndorf an investor who had previously sued the Bank. The investigation into Bohndorf was  in order to determine whether he was connected with Mr Kirch.

A suspected infiltration of the law firm, Bub, Gauweiler & Partner, who were acting for Kirch, has also raised questions as to the bank’s behaviour.

After Deutsche Bank disclosed the matter in May, it commissioned New York law firm Cleary Gottlieb Steen & Hamilton LLP to undertake an internal investigation. The subsequent report, in July, concluded that while bank officials may have breached German privacy laws, they had not committed any major crimes.

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