LA LEX SOCIETATIS EN EL DERECHO INTERNACIONAL PRIVADO CHILENO

Determining the governing law of corporations–the lex societatis–is relevant today due to the increase of the international activity of corporations. This law is determined in each State by national conflict rules. In Chile, there are no such rules; however, foreign corporations are recognized and have legal capacity in the country. An extensive interpretation of existing domestic rules on corporations allows to conclude that Chilean law submits them to the law of the State of incorporation, but limited by Chilean peremptory rules and public policy. The lex societatis governs the constitution, structure, internal and external affairs of a corporation. Chilean law needs to adopt conflict rules on corporations to guarantee legal certainty on the law governing their international activity.