If the behavior of a member of the supervisory board makes further cooperation unreasonable, early removal may be considered. This has recently been confirmed by the OLG Karlsruhe (Case No. 1 W 85/21).
Members of the supervisory board can be dismissed prematurely for an important reason. However, the legislature has not specified when an important reason exists. In jurisprudence, it is predominantly assumed that dismissal for an important reason is permissible if further cooperation with the supervisory board member is no longer reasonable. This view was confirmed by the OLG Karlsruhe in its decision of March 1, 2022, explains the law firm MTR Rechtsanwälte.
The Mannheim District Court had dismissed the supervisory board member in October 2021 at the request of the supervisory board. The appeal against the decision was unsuccessful at the OLG Karlsruhe.
The appellant was a member of the works council and became a member of the supervisory board of a joint-stock company in 2019 as a union representative. In June 2021, he admitted to the company that he had deleted and altered emails to exonerate another then-member of the supervisory and works council from the accusation of unauthorized vacation leave. The consequence of this behavior was not long in coming: The employment relationship was terminated without notice and the supervisory board also decided to apply for the judicial dismissal of the appellant.
The OLG Karlsruhe now confirmed the assessment of the Mannheim District Court that dismissal for an important reason was permissible. By deleting and manipulating emails, the appellant destroyed the essential trust in his personal integrity and reliability necessary for his position as a supervisory board member. The court found that he thus proved himself unsuitable for the role of a supervisory board member, which also involves overseeing the board. This was not affected by the fact that the appellant’s behavior was outside the actual duties of a supervisory board, and that he later restored the emails and made them available to the company. There was an important reason related to the person of the appellant for his dismissal as a supervisory board member, according to the OLG Karlsruhe.
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