COMPRAVENTA DE ACCIONES CELEBRADA POR EL DIRECTOR APARENTE DE UNA CORPORACIÓN

The paper analyzes a judgment of the Court of Appeals of Antofagasta that rejected a claim of nullity or unenforceability relating to a sale of shares. The seller, a non-profit corporation, acted through directors whose election was later annulled in an electoral proceeding. The corporation, together with one of its members, argued that the contract lacked the will of the seller, and that its object was unlawful, because it violated a judicial prohibition to agree contract on the shares, which, however, at the time of the lawsuit had been revoked. The analysis presented in this commentary critically supports that judicial decision, based on the treatment corresponding to the acts entered by apparent directors and the scope of the nullity that derives from the violation of a judicial prohibition to enter into acts and contracts.