Company contracts are according to the legal definition of , para. 1 AktG as contracts defined by a domestic Aktiengesellschaft or Kommanditgesellschaft auf Aktien (Controlled Company) with a domestic or foreign company with any form (parent) management of its company to the organ support assumed ( control agreement ) or undertakes to transfer all of its profits to the parent company ( profit transfer agreement ).
A characteristic of the corporate contract is the management power, because the ruling company makes decisions in at least one of the operational functional areas ( procurement , production , financing , organization , administration , sales ) and enforces them - if necessary against the will of the controlled company. Management power is therefore the possibility of active influence on the business activities of the controlled company . The independent management of the management board of the controlled company ( AktG) is replaced by externally determined management of the dominant company ( (1) AktG).
In addition to the domination and profit and loss transfer agreement, corporate contracts include the following contracts for stock corporations or limited partnerships based on shares:
- Collective agreement ,
- Partial profit transfer agreement ,
- Business lease and the
- Company leasing agreement .
Such corporate contracts lead irrefutably to a so-called (contractual) group between the contracting affiliated companies ( (1) sentence 2 AktG) in the form of a subordinate group . The company exercising the management power is then called the parent company , the submitting company is called a subsidiary . In most cases, however, the contract group will also be based on a so-called de facto group through a majority holding.