The Code contains the general principles applicable
Posted: Wed Jan 22, 2025 9:05 am
There are even judges who understand that the Corporations Act is a subsidiary of the Limited Liability Company Act. However, what the legislator meant to say in art. 18 was simply that if the limited liability company was organized along the lines of a limited liability company (with general meetings of shareholders, elected management, fiscal council, etc.), the.
Corporations Act would apply to any matters that were not covered by the respective Bylaws or articles of association . Professor VALDEMAR FERREIRA clarified the distinction well in the explanatory statement buy bulk sms south africa preceding his draft Commercial Companies Code (draft no. 424-A, 1936, published by the Chamber of Deputies, page 31), and he leans toward the solution that seems most appropriate to him, that is, to classify limited liability companies as companies of individuals , and not as companies of capital .
TRAJANO VALVERDE's project
The TRAJANO VALVERDE project, on the contrary, maintains the guidelines of law no. 3,708, allowing limited liability companies with capital exceeding Cr$ 500,000.00 to “adopt the rules that govern the operation of joint-stock companies, as long as they are not incompatible with their nature” – arts. 81 and 82 of the preliminary draft (author's private edition, Rio de Janeiro, 1949).
V. Another major controversy that arose in the application of law number 3,708, of 1919, was whether limited liability companies could be called companies .
The former Commercial Board of the Federal District denied these societies the right to be called companies . This decision sparked great debate, leading to the publication of an excellent and exhaustive monograph by HEITOR BELTRÃO, demonstrating that, even within the tradition of our commercial law, limited liability companies could be called companies (HEITOR BELTRÃO, “Sociedades de Responsabilidade Limitada”, Rio, 1930).
Corporations Act would apply to any matters that were not covered by the respective Bylaws or articles of association . Professor VALDEMAR FERREIRA clarified the distinction well in the explanatory statement buy bulk sms south africa preceding his draft Commercial Companies Code (draft no. 424-A, 1936, published by the Chamber of Deputies, page 31), and he leans toward the solution that seems most appropriate to him, that is, to classify limited liability companies as companies of individuals , and not as companies of capital .
TRAJANO VALVERDE's project
The TRAJANO VALVERDE project, on the contrary, maintains the guidelines of law no. 3,708, allowing limited liability companies with capital exceeding Cr$ 500,000.00 to “adopt the rules that govern the operation of joint-stock companies, as long as they are not incompatible with their nature” – arts. 81 and 82 of the preliminary draft (author's private edition, Rio de Janeiro, 1949).
V. Another major controversy that arose in the application of law number 3,708, of 1919, was whether limited liability companies could be called companies .
The former Commercial Board of the Federal District denied these societies the right to be called companies . This decision sparked great debate, leading to the publication of an excellent and exhaustive monograph by HEITOR BELTRÃO, demonstrating that, even within the tradition of our commercial law, limited liability companies could be called companies (HEITOR BELTRÃO, “Sociedades de Responsabilidade Limitada”, Rio, 1930).