§ 15b InsO (payment prohibition)

§ 15b InsO was introduced with the 2021 SanInsFoG reform and unified the payment prohibition after the onset of insolvency — previously scattered across § 64 GmbHG, § 92(2) AktG and § 130a HGB — for all limited-liability legal forms. From the moment illiquidity or over-indebtedness has occurred, payments out of company assets are generally prohibited, except those compatible with the diligence of a prudent manager (in particular payments necessary to keep the business running or to prepare a restructuring attempt, § 15b(2) InsO).

If management breaches the payment prohibition, it is personally liable to the company for repayment of the improperly made payments — independent of the parallel filing duty under § 15a InsO. Liability is strict: it applies regardless of whether the company ultimately suffered a loss, and is routinely asserted by insolvency administrators against former management in practice.

For buyers in a distressed situation, § 15b InsO matters twice over: first, it's a reason management in crisis moves transactions under time pressure and with legal cover — every payment made after insolvency has occurred is a liability risk for the seller side. Second, the provision is an early-warning indicator: once a managing director is visibly acting under the pressure of § 15b InsO, filing for insolvency is usually only days to weeks away.