Corporate disputes are commonplace. Fortunately, we know the tools with which we can help you resolve any, even the most complex corporate dispute.
Description of the situation
The client of the law firm "ProYuristBy" faced the following situation: The client sold his 100% share in the firm to another individual, about which all the necessary documents were drawn up and signed. However, the new owner of the business refused to make changes to the Charter. It was important for the Client that changes be made to the Articles of Association so that he would not be disturbed by calls from counterparties and government agencies, and that in the event of a debt from the company, the Client would not be held liable.
What have we done?
In order to correctly resolve this situation, we analyzed the documents that our Client had and which confirmed that the purchase and sale of the share actually took place.
After that we:
- drafted a Statement of Claim for our Client to compel the fulfillment of the obligation to take the necessary actions to amend the charter and submit it for state registration of the change in the composition of participants;
- helped to collect all the necessary documents and prepare them for submission to the court;
- determine which court to apply to;
- calculated the amount of the state fee and correctly helped to pay it.
What happened in court?
Our Client did not manage to get to the court session, so we sent a petition to the court in advance to consider the case in the absence of the Plaintiff. The defendant also did not appear in court, but provided a response to the statement of claim, in which he claimed that he could not become a member of the Company, t.to. is the only member of another company that is in the process of liquidation. On the basis of parts 2 and 3 of Art. 177 and 178 of the Code of Economic Procedure, the court decided that it was possible to consider the dispute on the merits in the absence of the Claimant, who submitted a request for consideration of the case in his absence and in the absence of the Respondent, who was notified of the date and time of the court session in the proper form.
Result
The court satisfied the requirements of our Client in full, and issued a corresponding decision of the Economic Court. Unfortunately, after receiving the decision, the new business owner did not go to the registration authority with a request to make appropriate changes to the company's Charter, but for our Client this is no longer so important. If the state authorities have any questions about the activities of the company, then it will be enough for the Client to simply show the court decision, which has entered into force and has not been appealed.
