Abstract
Co-optation of a member of the supervisory board allows for cheaper and more flexible filling of emptied places in the board. At the same time, however, it lowers the influence of the shareholders on the composition of the board.
Board members can only be co-opted to places intended for members elected by the general meeting of shareholders, i.e. a place intended for a member elected by employees cannot be filled by co-optation. The author considers it contestable, whether a place can be filled by co-optation, which the general meeting left intentionally empty.
The board can perform co-optation only if at least a half of the places in the board stated by the articles of association is held by members who have not been co-opted themselves.