Article 2
This Decision is addressed to the Federal Republic of Germany. Done at Brussels, 28 November 2001. For the Commission Mario Monti Member of the Commission (1) OJ L 338, 28.12.1996, p. 42. (2) OJ C 3, 6.1.2001, p. 31. (3) See footnote 2. (4) On 20 April 1999 Gröditzer Stahlwerke GmbH sold its assets and liabilities - and thus its economic operations - to the newly created Edelstahl Gröditz GmbH and Stahlwerk Gröditz GmbH which are subsidiaries of Stahl Gröditz Holding GmbH. The sole shareholder of Stahl Gröditz Holding GmbH is BvS. In the meantime Stahl Gröditz GmbH sold the shares in these two subsidiaries to Gröditzer Stahlwerke GmbH. (5) Legally the parties to the agreement were Georgsmariënhütte GmbH and Georgsmariënhütte Verwaltungsgesellschaft mbH at Georgsmarienhütte, and Bladenhorster Grundstückverwaltungsgesellschaft mbH, at Castrop-Rauxel. GMH Holding GmbH was created in 1998 as a holding company after an internal restructuring of the Georgsmariënhütte group. It took over the general coordination tasks of the Georgsmariënhütte group. In context of the management service contract the term GMH applies to Georgsmariënhütte Holding GmbH. (6) OJ L 292, 13.11.1999, p. 27. (7) According to Germany, the insolvency fee would otherwise have improved the result, thereby unduly favouring GMH. (8) This was supported by an expert appraisal conducted on behalf of the receiver who had to decide whether he would try to sell the company as a going concern or in parts. The value of the assets was estimated with DEM 17 million whereas their value in a going concern sale would be DEM 103 million. (9) McKinsey & Company; 1 August 2001. (10) Although some of the fees were not paid to GMH before the insolvency proceedings of Gröditzer were opened. These fees were registered by GMH as claims in the insolvency proceedings.