Investment Fraud in Germany – Definition, Legal Elements and Active Remorse (§ 264a StGB)
Investment fraud is a specific form of fraud targeting the capital market. According to Section 264a of the German Criminal Code (StGB), it occurs when a person misleads a broad circle of investors about the prospects of a profitable investment. The offence protects both the assets of investors and the integrity of the capital market. For immediate legal advice, contact our English-speaking criminal defence lawyers in Frankfurt or visit our Criminal Defence Practice page.
If you are under investigation in Germany for white-collar or corporate crime – for example in connection with the conduct described on this page – you should involve our English-speaking criminal defence solicitors in Frankfurt at an early stage, with particular experience in white-collar and corporate crime defence and, where relevant, also in tax evasion and criminal tax law.
For a confidential initial assessment of your situation and the development of a tailored defence strategy, you can reach us on +49 69 710 33 330 or by email at kanzlei@dr-buchert.de.
Overview and Penalties
Investment fraud under § 264a StGB is punishable by imprisonment of up to three years or a fine. The law applies particularly to public investment offers such as securities (shares, bonds) or company participations, often advertised through brochures, prospectuses or presentations. For procedural context, see German Criminal Procedure.
Scope and Protected Interests
The statute protects not only the individual investor’s property but also the functioning and transparency of the capital market itself. It aims to prevent misleading mass communication to potential investors and to maintain trust in financial instruments and issuers.
Essential Elements of the Offence
The offence is committed when a person addressing a larger public:
- • makes false favourable statements about essential aspects of an investment, or
- • conceals adverse facts likely to influence the investment decision.
“Favourable” means any representation that could encourage a positive investment decision.
“Essential” are circumstances that a prudent investor would reasonably regard as relevant.
A “large circle of persons” means that individual identity is no longer decisive, as in broad public offers or mass distribution of prospectuses.
Abstract Endangerment – No Actual Loss Required
Section 264a StGB is an abstract endangerment offence. It does not require a financial loss.
The offence is already complete once false favourable information is given or material negative facts are concealed. This means liability arises early — often before money is even invested. For strategic defence options, speak with our White Collar Crime Defence team.
Active Remorse (§ 264a (3) StGB)
The law provides for impunity through active remorse. No punishment is imposed if the offender voluntarily prevents the performance of the payment or investment obligation resulting from the offence.
Even if the performance fails without their intervention, the person remains unpunished if they seriously and voluntarily attempted to prevent it. Early cooperation and remedial action can therefore be decisive in mitigating or excluding liability.
Practical Examples and Compliance Measures
- • Inaccurate or misleading prospectuses distributed to many potential investors
- • Concealment of financial risks, insolvency or use-of-funds details
- • Overstated returns or fake performance projections
- • Preventive compliance: internal prospectus checks, legal audits, documentation and approval protocols
Defence and Legal Strategy
Defence in capital-market cases requires technical, financial and criminal law expertise.
Our firm represents corporate executives, issuers, consultants and intermediaries in all phases of investigation and trial. We advise on self-reporting, cooperation with regulators and effective damage control.
Learn more about our expertise in Criminal Defence in Germany.
FAQ: Investment Fraud in Germany (§ 264a StGB)
What is investment fraud?
It refers to misleading a broad group of investors about material facts of an investment — often via prospectus — to attract funds. Both investor assets and the capital market are protected.
What penalties apply?
Up to three years’ imprisonment or a fine.
What qualifies as a “large group of persons”?
Any large audience where individual investors are no longer identifiable — such as public offerings or mass marketing.
When is the offence complete?
Once false advantageous statements are made or adverse facts concealed — even before any loss occurs.
What is “active remorse” under § 264a (3)?
A person remains unpunished if they voluntarily prevent the resulting payment or make a serious attempt to do so.
How does investment fraud differ from general fraud?
While § 263 StGB concerns individual deception, § 264a targets capital-market offences addressing a broader audience. For general fraud defence, see our Criminal Defence section.
What should I do if under investigation?
Contact specialised defence counsel immediately. Do not provide statements before file review. Learn more under German Criminal Procedure.
Contact Our Criminal Defence Lawyers in Frankfurt and Nationwide
Buchert Jacob Peter advises and defends in capital-market and economic-crime proceedings across Germany.
- • Dr Caroline Jacob – Specialist Lawyer for Criminal Law
- • Frank M. Peter – Specialist Lawyer for Criminal Law
- • Of Counsel: Prof. Dr Frank Peter Schuster
- • Cooperation Partner: Frank Wehrheim – Tax Advisor and former Tax Investigator
📞 Telephone: +49 69 710 33 330
✉️ Email: kanzlei@dr-buchert.de
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