Christian Stemberg examines the phenomenon of so-called clawback clauses which are now widely
used in practice. These clauses have become a regular feature in the employment contracts of
executive board members of German stock corporations. He explores the reasons behind the
success of these contractual provisions and their potential benefits. To this end he
approaches the topic from various perspectives ¿ empirical comparative law law and economics
and legal doctrine. After providing a legal classification of clawback clauses the author
conducts an empirical study analyzing their prevalence among listed German companies. He
concludes that clawback clauses have now become firmly established in Germany. Stemberg then
investigates the causes of this "clawback boom." In doing so he first compares the development
of such clauses in the United States and subsequently incorporates insights from law and
economics. He finds that the studies conducted primarily in the U.S. can only be applied to
German circumstances with caution. In the following sections Stemberg addresses legal concerns
regarding the admissibility and enforceability of clawback clauses. While their permissibility
under corporate law is now largely undisputed questions remain particularly under the law
governing general terms and conditions (AGB law). Finally the author offers possible solutions
to address these concerns. He also examines whether clawback clauses have the potential to
contribute to the establishment of a long-term and sustainable remuneration structure for
listed companies within the meaning of § 87 (1) of the German Stock Corporation Act (AktG).
The book includes an online appendix available at: DOI 10.1628 978-3-16-164890-8-Appendix
