Lawyers of MCBA “Bureau of Lawyers “De jure” have defended the interests of the Principal regarding a corporate dispute in two courts

Citizen N. appealed to the Arbitration Court of the Moscow Region with a claim against LLC “A …”, in support of which she indicated that she had inherited a share in the authorized capital of the company, but could not become a member of the company, since the second participant of the company does not consent,   referring to the provisions of the company’s Charter.

The Plaintiff demanded to invalidate the protocol of the general meeting of the company’s participants, which introduced amendments to the Charter relating the obligation to obtain consent of the company’s participants for the entry of third parties into its structure, who received a share in the authorized capital by universal succession.  In substantiating the claim, the Plaintiff referred to the falsification of the protocol.

Lawyers of MCBA “Bureau of Lawyers “De jure” prepared and submitted to the court a response to the claim with reference to the General provisions of the Civil Code of the Russian Federation and special rules of the Federal Law “On limited liability companies”.

As a result, the decision of the courts of the first and appeal instance citizen N. was denied satisfaction of the claims in full. Lawyers of MCBA “Bureau of Lawyers “De jure” managed to convince the courts of the groundlessness of the stated requirements in view of the Plaintiff’s lack of a procedural right to file such an application. The fact is that the right to appeal to the court with an application for recognition of the company’s decision as invalid is exclusively owned by a member of the company, information about which is registered in the unified state register of legal entities. And the granting of such status to the heir was refused.

At the same time, the provision of the Charter itself, which provides for the mandatory consent of all members of the company to transfer the share to the heirs, is not illegal and does not violate the rights of the heirs, since their property interest is protected by law by paying the actual value of the inherited share.

N. V. Filippov, head of MCBA “Bureau of Lawyers “De jure” and lawyer R. K. Gitinov took part in the formation of legal position on the case, preparation of objections to the statement of claim and appeal. The interests of LLC “A…” in the courts of two instances were represented by lawyer R.K.Gitinov.