Sobre el gerente de unasociedadanónimacerrada que se allanaaladisolución judicial

Translated title of the contribution: On the manager ofaclosely-heldcorporation that accepts judicial dissolution

Pablo Manterola*

*Corresponding author for this work

Research output: Contribution to journalArticlepeer-review


This paper delves into a case where a corporation faced a judicial dissolution lawsuit filed by two shareholders, pursuant to section 105 of Law No. 18,046 on Corporations. The company's manager yielded to the lawsuit. However, both the lower and appellate courts dismissed his submission, ultimately rejecting the claim. Subsequently, the Supreme Court nullified all proceedings due to a lack of proper summons. The analysis of these judicial decisions sheds light on the repercussions of breaching bylaws' restrictions on share transfers and underscores the importance of the chair of each shareholders' meeting in announcing the resolutions adopted. Furthermore, this paper explores the issue of passive standing in relation to judicial dissolution, emphasizing the need to safeguard the rights of non-suing shareholders.

Translated title of the contributionOn the manager ofaclosely-heldcorporation that accepts judicial dissolution
Original languageSpanish
Pages (from-to)333-352
Number of pages20
JournalRevista Chilena de Derecho Privado
Issue number41
StatePublished - Dec 2023

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