LG Verden; 2020-07-17; 2 O 259/19
Decision by national courts in the field of European Union law — ECLI:DE:LGVERDN:2020:0717.2O259.19.00
Date: 2020-07-17
Subject matter: Judicial cooperation in civil matters
Origin: Germany

82020DE0717(52)_ENG_SUMJURE
JURE summary
JURE summary
The dispute dealt with by the Landgericht Verden (hereinafter ‘the Court of First Instance’) concerned the agreed place of jurisdiction in a capital investment agreement with cross-border nature and the international jurisdiction of German courts.
The parties to the proceedings were a plaintiff domiciled in Germany and a defendant domiciled in the United Kingdom. The legal predecessor of the defendant as the original contracting party was domiciled in Austria.
The plaintiff concluded a capital investment agreement with the T. Investments AG which had its seat in Vienna at that time. Article 13 of the contract stipulated the following conditions regarding the profit participation rights:
‘Profit participation rights as well as any rights and obligations resulting therefrom are subject solely to the laws of the Republic Austria. […] the place of jurisdiction – to the extent permitted by law – shall be according to the registered office of the company.’
Per decision of the annual general meeting, the T. Investments AG had initially transformed into a private limited company (GmbH) which was subsequently merged with the defendant in the United Kingdom as the acquiring company.
The plaintiff terminated its participation in the company and demanded to be refunded its investment of EUR 164_294.54. The defendant challenged both the international and local jurisdiction of the Court of First Instance claiming that under the capital investment agreement, the competent courts to hear the case were the courts according to the statutory seat of the company.
The Court of First Instance found itself to hold local jurisdiction under Article 17(1)(c) and Article 18(1) of the Brussels I Regulation (recast) (1) due to the consumer character of the matter. The respective agreement had been concluded between the legal predecessor of the defendant and the plaintiff as a consumer under Article 17(1) of the Brussels I Regulation (recast).
In addition, the Court of First Instance found the agreement on the place of jurisdiction to be ineffective under Article 25 of the Brussels I Regulation (recast) for being contrary to Article 19 of the Brussels I Regulation (recast). With regard to the jurisdiction in consumer matters, the parties may only conclude an agreement contrary to Article 19 of the Brussels I Regulation (recast) under special conditions. However, those conditions were not met in this case.
The Court of First Instance ordered the defendant to pay EUR 164_294.54 including interest to the plaintiff.
(1) Regulation (EU) No 1215/2012 of the European Parliament and of the Council of 12 December 2012 on jurisdiction and the recognition and enforcement of judgments in civil and commercial matters.