If registered in the commercial registry

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It is a strategic decision; a subtlety of legal technology that, as we have highlighted, offers lawyers a wealth of alternatives to better meet the legitimate expectations of their clients. It is a factor that drives the demand for legal consultancy and advice and precisely the perception of these benefits by the client, which already occurs, for example, with large corporations that, as we know, cannot do without active, present, opinionated legal departments.

When drafting the regulatory platforms (the agreement, its clauses or articles), the Constitution and laws define positive limits (what they consider mandatory) and negative limits (what they consider prohibited). This basis can be extended through the primary regulatory platform (contract or bylaws) and here is a tip: it is possible to include some support there: bulk sms lebanon clauses or articles that define support for the shareholders' pact. Once again, a strategic decision. In the “Manual for Drafting Social Contracts, Bylaws and Shareholders' Agreements” (8th edition, Editora Atlas, 2024) we provide some models of provisions in this regard, among which we can mention: “In the liquidation of shares, the holder of the shares to be liquidated, whether a partner or a third party, will be notified extrajudicially by the company so that, if he wishes, he may appoint a technical assistant to monitor the preparation of a special balance sheet for the liquidation of his/her shareholding.” This could be provided for in the regulatory pact for corporate dissolution.

Starting from the general to the specific, the first thing to be regulated is the request, taking care to distinguish non-contentious hypotheses (such as the right to unjustified withdrawal in companies contracted for an indefinite period) from contentious ones, and for the latter case, the hypothesis of resorting to arbitration must be considered, that is, of there being a provision for an arbitration clause in the articles of association (primary normative platform); not to mention the increasingly recognized benefits of clauses on conciliation and/or mediation, such as the models that we include in the same “Manual for Writing Social Contracts, Bylaws and Shareholder Agreements” (8th ed. Editora Atlas, 2024) .