Audit of the merger agreement

In order to merge, the management boards of or the partners entitled to represent the companies shall conclude a merger agreement. The merger agreement. An auditor shall audit a merger agreement.

The auditor shall prepare a written report concerning the results of the audit of a merger agreement.A report shall indicate whether the share exchange ratio and additional payments indicated in the merger agreement are appropriate consideration for the partners or shareholders of the company being acquired, and whether the merger may bring about damage to the interests of the creditors of the company.

An auditor need not audit a merger agreement if all shares of the company being acquired are held by the acquiring company, or if all partners or shareholders of the merging company agree that an auditor need not audit the merger agreement.