The Restrictions to the Improper Use of Liability Company's Administration as a Way of Shareholder's Protection

Abstract

The brazilian limited company, in line with the principles of the Constitution, is not treated as partners's subject. There is the recognition of outside's interest. New standards are set in the internal relations with the protection of the rights of the minority. The partners can shape the limited company governance, however, the brazilian civil code put cogent norms that limit the abuse of management. In this paper will be analyzed the administration typology; agency conflicts; conflicts of interests between direction and the limited company and the management control. It is verified that the restrictions on brazilian limited company administration provides protection to shareholders.

Keywords

• Administração da sociedade limitada
• Proteção aos sócios minoritários
• Governo de empresas
• Conflitos de agência
• Conflitos de interesse