Manager liability in Germany

The Middel­hoff case is on ever­yo­ne’s lips and is promin­ently discus­sed in the media. Among other things, there is talk of entre­pre­neu­ri­ally incor­rect decis­i­ons, acts of embezz­le­ment and acts of fraud. This leads — in addi­tion to the alre­ady omni­pre­sent accu­mu­la­tion of liabi­lity risks for mana­gers — to incre­asing uncer­tainty among busi­ness mana­gers in the area of both limi­ted liabi­lity compa­nies and stock corpo­ra­ti­ons. What measu­res do mana­gers have to observe in order to avoid liabi­lity and under what circum­s­tances do they bene­fit from the exemp­ting provi­si­ons of the Busi­ness Judge­ment Rule?