Sociedade limitada.: O direito de recesso no Código Civil de 2002.
After the new Brazilian Civil Code of 2002 went into effect without establishing a legal provision for the concept of partial dissolution of the limited liability company, a concept which had been created by legal scholars and jurisprudence, the study of the right of withdrawal became very useful. T...
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| Main Authors: | , |
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| Format: | Article |
| Language: | Portuguese |
| Published: |
Universidade FUMEC, Faculdade de Ciências Humanas, Sociais e da Saúde
2008
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| Subjects: | |
| Online Access: | http://dialnet.unirioja.es/servlet/oaiart?codigo=4048475 |
| Source: | Meritum, ISSN 2238-6939, Vol. 3, Nº. 1, 2008, pags. 287-315 |
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| Summary: |
After the new Brazilian Civil Code of 2002 went
into effect without establishing a legal provision for the concept
of partial dissolution of the limited liability company, a concept
which had been created by legal scholars and jurisprudence,
the study of the right of withdrawal became very useful. The
possibility of subsidiary enforcement of Article 1029 of the 2002
Civil Code to the concept of right of withdrawal for limited
liability companies should be analyzed to determine whether
Article 1077 of the Code, which deals with said concept, presents
a closed or merely an exemplifying list of hypotheses that would
lead to the right of withdrawal for partners in limited liability
companies. Considering the need to make the following
principles effective: social function of companies, preservation
of companies, free association, contractual freedom, autonomy
of will and affectio societatis, and interpreting the concept in a
teleological and systematic manner, we can conclude that Article
1077 of the Civil Code presents an open, or numerus apertus,
list of causes that would lead to the right of withdrawal. |
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