OLG Hamm; 2018-12-05; I-8 U 50/17
Decision by national courts in the field of European Union law — ECLI:DE:OLGHAM:2018:1205.8U50.17.00
Date: 2018-12-05
Subject matter: Judicial cooperation in civil matters
Origin: Germany

82018DE1205(52)_ENG_SUMJURE
JURE summary
JURE summary
The case concerns an application for the granting of stock options against the American parent company (hereinafter 'the defendant') of the applicant's employer. The plaintiff brought an action before the Landgericht Dortmund (hereinafter ‘the Court of First Instance’) for the allocation of shares against the defendant, which is an international online mail order company and whose German subsidiaries he used to be employed by. In addition to employment agreements with the subsidiaries, the applicant concluded individual agreements for the allocation of shares directly with the defendant.
Before the Court of First Instance, the plaintiff asked the defendant to transfer the right to subscribe 281 employee shares to his account, arguing that the German courts had international jurisdiction to do so because of the German place of performance (§ 29 ZPO) (1), its independent subsidiaries (§ 21 ZPO) and the assets (§ 23 ZPO) of the defendant in Germany. Furthermore, in the opinion of the plaintiff, the stock option agreement with the defendant is subject to German law as it is based on the German employment agreements between the plaintiff and the defendant's subsidiaries and because the allocation of shares is based on an assessment of the plaintiff's performance under the employment agreement by his German employer. The defendant requested that the application be dismissed, arguing that the jurisdiction of the German courts and the plaintiff's claim were insufficiently substantiated. The Court of First Instance dismissed the action as inadmissible and the plaintiff appealed to the Oberlandesgericht of Hamm (hereinafter ‘the Court of Appeal’).
Before the Court of Appeal, the plaintiff asserted the local jurisdiction of the German courts by extending his previous arguments somewhat, e.g. by arguing that the agreement for the allocation of employee shares is an annex to the employment agreement, or the German subsidiaries are branches of the defendant due to the hierarchical structure of the company.
The Court of Appeal ruled that the present action for the allocation of shares is not subject to a labour court. The question of jurisdiction is to be resolved in accordance with Article 6(1) of the Brussels I Regulation (recast) (2), which provides that, subject to Articles 18(1), 21(2), 24 and 25, the jurisdiction of the courts of each Member State shall be determined by the law of that State if, as in the present case, the defendant is not domiciled in a Member State. The jurisdiction of the German courts to be determined in accordance with German law does not follow from the jurisdiction of the place of performance, the jurisdiction of the subsidiary office or the jurisdiction of the assets.
The Court of Appeal therefore dismissed the plaintiff's appeal against the judgment at first instance.
(1) Zivilprozessordnung (Code of Civil Procedure)
(2) 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.