The Handelsgesetzbuch ( HGB , in English Commercial Code ) contains the core of the commercial law in Germany. It regulates the legal relations of merchants and therefore it is also designated as "the special private law for merchants".
29-715: The Bürgerliches Gesetzbuch (BGB) (English Civil Code ) is only subsidiary applied to merchants beside the HGB. Beside that the HGB contains the regulations for the Offene Handelsgesellschaft (OHG) (English General partnership ), the Kommanditgesellschaft (KG) (English Limited partnership ) and the Stille Gesellschaft (stG) (English Dormant partnership ). HGB provides regulation to accounting for limited companies. HGB also has
58-629: A Landrat (local administrator) of the district of Luckau in 1833; in 1841, he was promoted to Oberregierungsrat (a senior administrative position) in Königsberg , and in 1843 he was made Vice-President of the government in Stettin . In 1844, the Prince of Prussia , who was then the head of the Ministry of State, appointed him there as an expert councillor ( vortragender Rat ). Soon thereafter he
87-503: A General Commercial Code. On 2 December 1848 a commission had started preparations previously. In March 1849 finally the „Entwurf eines allgemeinen Handelsgesetzbuches für Deutschland“ (Draft of a general commercial code for Germany) was presented. After the Prussian King Friedrich Wilhelm IV had rejected the imperial crown, that he was offered on 4 April 1849, the constitutional project miscarried. In
116-582: A draft of a commercial code for Japan in 1884, that was influenced by the ADHGB. Turkish law also was shaped by the ADHGB. For Levin Goldschmidt ADHGB was "the most thoroughly and best of existing European Commercial Codes" ( „gründlichste und beste unter den vorhandenen Europäischen Handelsgesetzbüchern“ ). General Special aspects Otto Theodor von Manteuffel Otto Theodor Freiherr von Manteuffel (3 February 1805 – 26 November 1882)
145-774: A few penal provisions. Precursor of the Handelsgesetzbuch (HGB) was the Allgemeines Deutsches Handelsgesetzbuch (ADHGB) of 1861. ADHGB was replaced in the German Empire by the HGB, that was legislated on 10 May 1897. The HGB came into force together with the Bürgerliches Gesetzbuch (BGB) on 1 January 1900. HGB also contains in the fifth Book the Maritime Trade Law (Seehandelsrecht). The HGB
174-692: A merchant. §§ 497 bis 545 ALR affected factors and dispatchers ( Faktoren und Disponenten ) whereby procuration ( Prokura), a special power of attorney, could be found in §§ 498 et seq. ALR. §§ 546 to 553 ALR dealt with merchant assistant and apprentices ( Handlungsdienern und Lehrlingen ), §§ 562 to 613 ALR with trading books ( Handelsbücher ) and §§ 614 to 683 ALR with companies ( Handlungsgesellschaften ). Mecantile interests ( Kaufmännische Zinsen ) werde regulated by §§ 684 to 697 ALR, brokerages ( Provisionen ) by §§ 698 to 701 ALR and merchant recommendations ( Kaufmännische Empfehlungen ) by §§ 702 ti 712 ALR. In areas west of
203-485: Is arranged as follows (table of contents): Allgemeines Deutsches Handelsgesetzbuch The Allgemeines Deutsches Handelsgesetzbuch ( ADHGB ; English: General German Commercial Code (GGCC) ) was the first comprehensive commercial code in Germany. The term "Allgemein" ( General ) emphasized the whole German Confederation as the scope of application. Until introduction of ADHGB German commercial law reflected
232-630: The Empire of Austria on 1863(österreichisches Reichsgesetzblatt 1/1863). After establishment of the Republic of Austria it was applied until the annexation to the German Realm on 13 Märch 1938. Then it was gradually replaced by the Handelsgesetzbuch (HGB). The Allgemeines Deutsches Handelsgesetzbuch (ADHGB) was assumed by the Principality of Liechtenstein by the act of 16 Septembre 1865. To
261-690: The cabinet of Friedrich Wilhelm, Count Brandenburg , receiving the portfolio of the Ministry of the Interior. For the next ten years, he held various positions in the government and was high in the favor of King Friedrich Wilhelm IV . Manteuffel had a major part in drafting the Prussian constitution of 5 December 1848. But it was also he who contributed to the announcement of 7 January 1850, which repealed significant provisions of that constitution; he also defended it in Parliament. During his career in
290-546: The Austrian restoration zeal. "The strong man takes a step back"; these were the words with which he sought to calm the members of the recently re-established Bundestag who were unhappy with these measures. On 19 December 1850 he was permanently appointed Prussian Prime Minister and Foreign Minister, in which function he took part in the negotiations for the Treaty of Paris of 1856. He remained in this post until October 1858, when
319-585: The Bavarian Ministry of Justice Friedrich von Ringelmann was in session as of January 1857. Also numerous merchants belonged to the commission. German mercantile community and jurists thereby pronounced against Code de commerce as a model for ADHGB, because it was pre-industrial characterized and thus been overtaken by circumstances. Instead a Prussian draft war favoured as a working basis. On 31 May 1861 this "Nuremberg Draft" ( „Nürnberger Entwurf“ ) of an Allgemeines Deutsches Handelsgesetzbuch (ADHGB)
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#1732802238862348-444: The Prussian state a much more hands-off stance toward the press. This was a necessary step due to the increased antagonism between these two entities in recent years. Switching from a policy of outright censorship, after 1848 the Prussian state began imposing hefty penalties on publications which printed material damaging to state interests. Responding to increasing pressure to find a different press policy, Manteuffel decided to diminish
377-525: The Rhine and in Baden (as an annex to Badisches Landrecht (engl. Baden Land Law ) of 1810 ) French Code de commerce of 1808 ruled. Apart from that Particular law ( Patrikularrecht ) or subsidiary Common law, here ius commune , ( Gemeines Recht ) were applied. Preliminary works for ADHGB can be traced back to 1848/49. Already Paulskirche Constitution of 28 March 1849 provided in § 64 inter alia establishing
406-520: The application against, what contravene with the instruction form the Prussian Prime Minister Otto Theodor von Manteuffel Also on the suggestion of Bismarck not Frankfurt am Main, Federal Assembly's official seat, but the ancient trading town Nuremberg was chosen as conference venue. So the working group should go down in history as Nuremberg HGB-Commission ( Nürnberger HGB-Kommission ). The commission presided by
435-476: The confrontational nature of the government stance. The government no longer directly censored or attacked the press but instead joined the printed debate through the placement of "government friendly-articles in key journals." This was a major shift in the relationship between press and state in Prussia. Instead of imposing regulations from above, the government operated in the arena of the press itself. Manteuffel
464-451: The former federal states. North German Confederation took over ADHGB by federal act ( Bundesgesetz ) on 5 June 1869. ADHGB remained in force in German Empire in accordance with Imperial Act (Reichsgesetz) of 16 April 1871. Supreme court for the interpretation of ADHGB was Reichsoberhandelsgericht (ROHG, English Imperial Higher Commercial Court , until 1871 Bundesoberhandelsgericht, English Federal Higher Commercial Court"), that later
493-677: The king gave up the throne, and the Prince of Prussia (afterwards Emperor William the Great) became regent. On 6 November, he and the entire cabinet were dismissed. He thereupon withdrew to his estate in Lausitz, and after being elected by Görlitz entered the Prussian House of Representatives , but did not participate in the proceedings in any spectacular way. From 1864 he was a member of the Prussian House of Lords . On 6 February 1850, he
522-516: The most direct contact with the king. There was a greater degree of success to be found in Manteuffel's other efforts, however. One of these was directed at creating a less regulated economy. In 1856, as Minister-President, he oversaw government policy removing state controls over the "flow of credit to financial institutions" and limiting supervisory powers within the iron and coal industries. Manteuffel also enjoyed success in his efforts to give
551-477: The parliamentary government, whom he found unwilling to fully embrace the new constitutional order. He stressed that gone were the days in which the Prussian state should act, in his own words, 'like the landed estate of a nobleman.' He faced this opposition head on. However, Manteuffel's efforts to impose a more structured decision making apparatus within the royal palace was halted by the ultra-conservatives who, due to their high aristocratic status, traditionally had
580-597: The political splintering of Germany. The Preußisches Allgemeines Landrecht (ALR) of 1794 (English Prussian General Land Law ) applied to Prussian state territory. Legal provisions for burgher classes („Bürgerstände“) could be found in Eighth Title ( Achter Titel ). This comprised rules for craftsmen ( Handwerker ) (§§ 179 to 400) in addition to these for artists and fabricants ( Künstler und Fabrikanten ) (§§ 401 to 423) and for merchants (§§ 475 to 712). Here §§ 475 bis 496 ALR defined characteristics of
609-399: The post- revolution Prussian government, Manteuffel proved an important reformer whose changes were of crucial historical importance. He conceived of the purpose of government as being a mediating entity for the "conflicting interests" within Prussian civil society. In pursuing this mediation position, Manteuffel often came into conflict with the conservative and ultra-conservative members of
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#1732802238862638-815: The present day its binding law. Large parts however were replaced by the Personen- und Gesellschaftsrecht (PGR, English Personal and Corporation Law ) on 19 February 1926. The ADHGB has still practical significance for the sectors procurators ( Prokuristen ), authorized representative ( Handlungsbevollmächtigte ), commercial brokers ( Handelsmäkler ) and trading activities ( Handelsgeschäfte ). With its basic concept ADHGB pursues preponderantly an objektive system represented by Levin Goldschmidt , that defines merchant (Kaufmann) objektive by means of legally standardized trading activities (Handelsgeschäfte). Orientation on professional conduct according to Johann Heinrich Thöl
667-719: The same year Commission dissolved. On a proposal from the Kingdom of Bavaria the Federal Convention ( Bundesversammlung also Bundestag ) of the German Confederation establish a commission, that should elaborate a commercial code. That was 21 February 1856. King Maximilian II Joseph of Bavaria is said to have motivated the project in person. The Prussian deputy for the Federal Convention Otto von Bismarck thereby voted not against
696-821: Was a conservative Prussian statesman, serving nearly a decade as prime minister. Born into an aristocratic family in Lübben (Spreewald) , Manteuffel attended the Landesschule Pforta from 1819. In 1824–1827, he studied jurisprudence and cameralism at the University of Halle , where he joined the Corps Saxonia Halle, a duelling Studentenverbindung in the Kösener Senioren-Convents-Verband ("KSCV"). In 1830, Manteuffel commenced his clerkship in law. He became
725-491: Was also made a member of the royal Council of State. He worked in the field of finance until in 1845 he was made Director at the Ministry of the Interior. The Vereinigte Landtag of 1847 (an assembly of the members of Prussia's provincial legislatures) gave him an opportunity to demonstrate his parliamentary skills, whereupon Manteuffel showed himself a champion of the bureaucratic political system and an opponent of constitutional liberalism. On November 8, 1848, Manteuffel entered
754-488: Was clearly rejected. In the absence of a "Allgemeines Deutsches Bürgerliches Gesetzbuch" (english General German Civil Code ) ADHGB included also general rules for representation ( Stellvertretung ) (Art. 52-56 ADHGB), fulfilling ( Erfüllung ) (Art. 324-336 ADHGB) and purchase agreement ( Kaufvertrag ) (Art. 337-359 ADHGB), that should be "a landmark template" ( „richtungweisende Vorlage“ ) for future Bürgerliches Gesetzbuch (BGB) . The German jurist Hermann Rösler authored
783-591: Was merged in Reichsgericht (english Imperial Court of Justice ). ADHGB was replaced in German Empire by the Handelsgesetzbuch (HGB, English Commercial Code ), that was legislated on 10 May 1897. The HGB came into force together with the Bürgerliches Gesetzbuch (BGB) on 1 January 1900. The ADHGB was introduced as Allgemeines Handelsgesetzbuch (AHGB) (english General Commercial Code) in
812-773: Was recommended to be introduced in the individual states by the General Assembly of the German Confederation. As of 1861 ADHGB applied in German Confederation´s member states as identical right. Some federal states, like the Free City of Hamburg , even declared ADHGB applicable for legal transactions ( Rechtsgeschäfte ) without merchant participation. German Confederation was dissolved in Augsburg on 23 August 1866. ADHGB persisted in
841-612: Was thus very much aware of the need to face rather than repress the power of the press which, in his words, '[had] grown with the expanded participation of the people in public affairs.' When he was temporarily entrusted with managing foreign affairs after the Count of Brandenburg died, he took part in the negotiations for the Agreement of Olmütz in November 1850, and surrendered the constitutional rights of Kurhessen and Holstein to
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