A (in) constitucionalidade do parágrafo único do artigo 1.085 do Código Civil

Abstract

The article addresses the wording of the sole paragraph of article 1.085 of the Civil Code provided by the Law nº 13.792/19, by which it is no longer necessary to have a meeting for the minority shareholder to perform its right of defense in the case of exclusion for just cause in limited liability companies formed by two shareholders. The new wording raises significant controversy around the rule. After all, to the minority shareholder the possibility of putting forward your defense in front of the major shareholder is no longer guaranteed, in an apparent affront to the rights of defense and to adversarial proceedings provided for in article 5th, LV, of the Federal Constitution. The article analyzes the meaning behind the meeting to discuss the shareholder exclusion on the limited liability companies and, on its conclusion, the new wording’s constitutionality. The present study was based on bibliographic research and deductive method to reach its conclusion.