Conditional capital
As contingent capital (Engl. Conditional capital , §§ 192-201 AktG), the value or number of shares is referred to the general meeting of a public company to issue possible convertible bonds or stock option programs district-three majority has approved in advance by.
backgrounds
The nominal value of the share capital increases through the use of conditional capital only if this is actually used, which does not always (or not necessarily in full) have to be the case due to the optional nature of convertible bonds and stock option programs.
As with the authorized capital , the supervisory board must first approve a decision on the use of the conditional capital .
Contingent capital can be in either common stock or preferred stock . This makes it possible that two different items of conditional capital can be found in the company statutes or the annual reports of the stock corporation .
Delimitation of the Authorized Capital
Unlike the conditional capital , the authorized capital is intended in particular for capital increases .
While the conditional capital has no time limit, the authorized capital may be approved for a maximum of five years (Section 202 (1) AktG).
Conditional capital for stock options may not exceed the limit of 10% of the registered share capital on the decision date, while a limit of 50% applies to authorized capital and conditional capital for convertible bonds or bonds with warrants .
In the case of option programs from conditional capital , a minimum holding period of two years is required by law, while this blocking period can be freely selected for option programs from authorized capital .
