Novos paradigmas de apuração de haveres na ordem jurídica

• Autor(a) principal: Nishi, Eduardo Azuma
• Data de Publicação: 2020
• Tipo de documento: Dissertação
• Idioma: por
• Título da fonte: Biblioteca Digital de Teses e Dissertações da PUC_SP
• Texto Completo: https://tede2.pucsp.br/handle/handle/23419
• topic: Dissolução parcial da sociedade; Sociedades limitadas; Fundo de comércio; Apuração de haveres; Partial dissolution of a society; Private companies; Goodwill (Commerce); Calculation of assets; CNPQ::CIENCIAS SOCIAIS APLICADAS::DIREITO

In matters of corporate litigation, the determination of the assets of a partner who ceases to be part of the company constitutes, undoubtedly, the main tonic of the corporate legal demands. The jurisprudence was consolidated in the sense of admitting a wide assessment of the assets of the withdrawing partner, with a view to assessing the withdrawing partner's participation, including recognizing the inclusion of the goodwill and other intangible assets. Even with the advent of specific legislative innovations on the subject, the Civil Code of 2002 and the Code of Civil Procedure of 2015, which honor the provisions of the social contract and, in their absence, the assessment based on a balance sheet specially drawn up for this purpose, which it is based on the equity accounting position, with adjustments of the assets and liabilities items to realization values, or outflow, this jurisprudential position has not changed, starting to mitigate the binding force of the contractual forecast in relation to the evaluation criteria to be adopted in determining the withdrawing partner's assets, expressly provided for in the new legislation. This research will address the hypotheses of partial dissolution of the company, procedural aspects brought by the Code of Civil Procedure of 2015, passing by the models of evaluation of the participation of the withdrawing partner, concentrating the discussion on the property of the inclusion of the goodwill in the basis of calculation of and ending with an understanding of the procedure for determining assets in the current legal context