Former partner of company dissolved by agreement is not
Feb 27, 2024 8:22:01 GMT
Post by xyz3700 on Feb 27, 2024 8:22:01 GMT
If the limited company, whose share capital has been completely paid in, is dissolved by mutual agreement between the partners, with no net assets to be shared, the redirection of execution against the former partners is not possible. With this understanding, the 3rd Panel of the Superior Court of Justice excluded a former defendant partner from complying with a sentence against the company of which he was part. The action against the company was filed in and judged valid in 2002. The company was dissolved by mutual agreement between the partners in, when it was registered with the Commercial Board that there were no assets or liabilities. In, the first degree court included the partners as defendants in complying with the sentence, so that they would be liable for the debt created after the closure of the legal entity.
Minister Marco Aurélio Bellizze, rapporteur, highlighted that disregarding the legal personality — an institute that would allow former partners to be held accountable — should not be confused with the extinction of the legal entity. The rapporteur highlighted that the disregard of personality “is only possible when the abusive use of the legal entity has been demonstrated, whether due to a deviation from its purpose or due to a manifestation of patrimonial confusion”. Therefore, according Chinese Malaysia Phone Number List to the minister, the inclusion of the former partner in the defendant's claim is not possible, since the dissolved company was a typical limited liability company and its liquidation did not result in sharing, as there was no active or passive net equity. The insured or harmed beneficiary can exercise their claim only against the insurer and, if they wish, include the reinsurer as a With information from the STJ Press Office.
Reinsurers who contribute to the default of the insurance contract will be jointly and severally liable under article 942 of the Brazilian Civil Code. This article states that “[t]he assets of the person responsible for the offense or violation of the rights of others are subject to compensation for the damage caused, and, if there is more than one perpetrator of the offense, all will be jointly and severally liable for the compensation.” This is not about undermining the independence and autonomy between insurance and reinsurance, but about attributing responsibility to the reinsurer for damages caused by its own acts to the detriment of the proper execution of insurance contracts. Thus, by cooperating with reinsurers to cause damage to policyholders, they can directly charge them compensation for losses suffered, on a solidarity basis with the insurer. The joinder, in this case, is not mandatory. It's optional.defendant.
Minister Marco Aurélio Bellizze, rapporteur, highlighted that disregarding the legal personality — an institute that would allow former partners to be held accountable — should not be confused with the extinction of the legal entity. The rapporteur highlighted that the disregard of personality “is only possible when the abusive use of the legal entity has been demonstrated, whether due to a deviation from its purpose or due to a manifestation of patrimonial confusion”. Therefore, according Chinese Malaysia Phone Number List to the minister, the inclusion of the former partner in the defendant's claim is not possible, since the dissolved company was a typical limited liability company and its liquidation did not result in sharing, as there was no active or passive net equity. The insured or harmed beneficiary can exercise their claim only against the insurer and, if they wish, include the reinsurer as a With information from the STJ Press Office.
Reinsurers who contribute to the default of the insurance contract will be jointly and severally liable under article 942 of the Brazilian Civil Code. This article states that “[t]he assets of the person responsible for the offense or violation of the rights of others are subject to compensation for the damage caused, and, if there is more than one perpetrator of the offense, all will be jointly and severally liable for the compensation.” This is not about undermining the independence and autonomy between insurance and reinsurance, but about attributing responsibility to the reinsurer for damages caused by its own acts to the detriment of the proper execution of insurance contracts. Thus, by cooperating with reinsurers to cause damage to policyholders, they can directly charge them compensation for losses suffered, on a solidarity basis with the insurer. The joinder, in this case, is not mandatory. It's optional.defendant.