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Share Capital and SharesThe registered share capital must not be less than 50.000 Euro and is divided intoshares. These shares can be par value or without a par value. However, the German lawdistinguishes even further between bearer shares (name of the owner is not registered)and registered shares (the name of the owner has been registered in the AG’s share register).The Articles of Association must specify the types of shares that are issued. Bearershares my not be issued until they are fully paid. Contributions to share capital can be eitherin cash or, if permitted by the Article of Association, in kind. In the latter case, contributionmust be fully made upon registration. Shares are transferred easily within an AG.In comparison to a GmbH the transfer does not need a notarized transfer deed.Articles of AssociationThe minimum content of the Article of Association is determinated by the German StockCorporation Act. It includes:• The company’s name and information about it’ s registered seat• Amount and division of the company’s share capital• Types of shares• Number of the members of the Management board• Object of the companyIn addition to that, the Articles of Association may determine other aspects. However, itmust be noted that this is only possible where it is explicit allowed by the German StockCorporation Act.Management BoardThe Management Board not only manages the AG but also represents it in and out ofcourt. Contrary to the GmbH neither the shareholders nor the Supervisory Board is allowedto issue binding regulation to the Management Board concerning the AG’s management.The members of the Management Board are appointed for a maximum term offive years. Furthermore, it is necessary that the members are stockholders. However,German nationality or residency is not required. The members are appointed by the SupervisoryBoard. AG’s with a registered share capital of more than 3 million Euro musthave a Management Board of at least two people (unless the Articles of Associationstates otherwise).18