Princípio da sanabilidade no direito empresarial societário: convergências com o direito civil e aplicação da teoria das nulidades

Abstract

The objective of this study is to analyze the theory and application of the principle of sanity in Corporate Law, in order to demonstrate that this principle and the principle of conservation in Private Law can be interpreted and applied in an analogical way. That approach may represent the approximation of Corporate Law theory of invalidities to the updated civilist theory of invalidities, allowing the maintenance of an act that would be of absolute invalidity in its origins. In the elaboration of the research, the comparative methodology between Private Law and Corporate Law was used. For that, a historical, philosophical, epistemological and dogmatic approach was taken, and schoolers’ texts, legislation and case law were consulted. The paper is organized in topics that deal with the following subjects: the autonomy of Corporate Law from Private Law; the principle of sanity, the classic civilist regime of invalidities and the Corporate regime of invalidities; the relationship between civilist and Corporate invalidity theories; and, in the end, the interpretation and updated application of the invalid act in the Coporate Law and in the Private Law perspectives.