Análise econômica do óbito no direito societário

Abstract

Human life is not eternal and death has consequences of various kinds, regardless of the present study its legal consequence. The death of the individual is, in law, the opening of the succession, from which the goods are transferred the ownership and possession of the deceased to the possession and ownership of their heirs, operating the share of these goods from the inventory. The death brings legal and economic consequences that require detailed analysis of their effects. In corporate law death resonates even more apparent, especially since the death of a partner brings significant impacts to the continuity of business activity. Represents the resolution of the company in relation to the deceased, due to the legal provision for the settlement of their share and can also mean a change in the corporate structure or even the total dissolution of society in cases where it does not operate the liquidation quota, as provided in sections I to III of art. 1028 of the Civil Code. The economic analysis of law (AED) helps to predict the possible consequences of legal rules and how they influence social actors in each case, allowing the law professional to understand the likely effects that will come from different legal postures. As a result of the studies it is observed how important it is to study death from the perspective of transaction costs, which are those costs incurred by economic agents in the search for and acquisition of information and negotiation with other agents aiming to perform a transaction, as well as in making decisions about their achievement. The research shows that these costs can focus on before or after the death, which means that death entails costs ex ante and ex post costs. Example of costs ex ante checked especially in business are the harvest work affects corporate governance, which is characterized by a system that assures the government strategic partners owners of the company and the effective monitoring of the executive board. Thus, it is possible that a member or manager of a business, before you die, let it all strategically planned for after his death, or at least, so that when you die, your business associates and successors do not have major problems regarding the adequate pursuit of business activity. Otherwise, the member died without the early adoption of these measures may be higher transaction costs ex post, behold both society and the heirs of a deceased partner will need to take steps in order to continue the business or shut it down. Death ends life cycles of the individual and certain obligations are extinguished while others are born from death. The link between this statement and the provisions of art. 1028 of the Civil Code is the main objective of the present study. The research method adopted in the paper is the deductive and the survey is bibliographical. The objectives are exploratory and descriptive approach and is essentially qualitative.