top of page

Liability of shareholders in case of bankruptcy of a company


The bankruptcy of a company is a delicate and challenging moment for both entrepreneurs and creditors and others involved. In this context, it is important to understand the liability of partners in the event of bankruptcy, their legal obligations and the measures that can be adopted to minimize financial losses.

1. Limited liability and the separation between legal entities and individuals One of the main characteristics of companies is the division between the legal entity and the individual of the partners. This separation is essential to ensure that, in the event of bankruptcy, debts and obligations are directed to the legal entity and not to the personal assets of the partners.

This principle of limited liability means that, as a rule, the partners are not personally responsible for the company's debts, and their obligations are linked to the invested share capital.

2. Disregard of the legal personality However, there are situations in which the Justice may disregard the separation between the legal entity and the individual of the partners. This occurs when abuse of legal personality or misuse of purpose is found, that is, when the partners use the company fraudulently or for personal benefit, harming creditors.

In these cases, it is possible for the partners to be personally liable for the company's debts. The disregard of legal personality is an exceptional measure that seeks to preserve the rights of creditors and combat fraud.

3. Preventive measures and care for partners To avoid disregarding the legal personality and the consequent personal liability of partners in the event of bankruptcy, it is essential to adopt preventive measures and take care when managing the company. Some examples of best practices are:

- Keep the company's accounting organized, with records and documents that prove the separation between personal and business finances;

- Do not use company resources for personal purposes without proper accounting and approval;

- Respect the company's tax and labor obligations, honoring tax and salary payments;

- Avoid asset confusion, that is, not use personal assets in company activities or vice versa;

- Keep the company regularized and up to date with its obligations before regulatory and supervisory bodies.

4. Judicial recovery as an alternative In situations of financial difficulties, judicial recovery can be an alternative for entrepreneurs who seek to restructure their company and avoid bankruptcy. This legal procedure allows the entrepreneur to present a recovery plan that includes the payment of debts under more favorable conditions.

Judicial recovery aims at preserving the company, enabling its continuity and the maintenance of jobs. However, it is necessary to carry out a careful analysis of the debts, the viability of the business and draw up a consistent plan for creditors to approve the recovery proposal.

Conclusion:

Although the liability of partners in the event of bankruptcy is, in principle, limited to the legal entity, it is essential to adopt preventive measures and care to avoid disregarding the legal personality. Respect for tax and labor obligations and compliance with legal regulations are fundamental to guarantee the protection of the personal assets of the partners.

In cases of financial difficulties, judicial recovery may be an option to try to save the company and protect the interests of those involved. Thus, preventive actions, responsible management and the monitoring of specialized professionals are essential to avoid bankruptcy situations and minimize the negative impacts on the partners and other creditors involved.

2 views0 comments

تعليقات


bottom of page