Do you have a claim against a limited liability company for the monetary equivalent of a company share?
More often than not, the question of actions that can be taken to protect against the reduction or complete non-payment of the claim of the shareholder with terminated membership is being raised. Below, we consider the possibility of protection against transactions that may harm the interest of the shareholder with terminated membership.
Although it does not have any effect on third parties, such as the shareholder with terminated membership, the agreement under which transactions are carried out may also be reflected in their legal sphere if it affects rights that they have in relation to one of the parties to the agreement. The transaction should make the exercise of these rights impossible or significantly inconvenient, in which case the third party may invoke nullity. For example, a creditor may request the declaration of nullity of a contract by which the debtor disposes his property or assumes a significant obligation that has a privilege over the third party’s claim.
The legal interest in initiated court claims by the shareholder with terminated membership is always assessed specifically in view of the claims in the process.
The claim brought by a shareholder with a terminated membership, which challenges the validity of a transaction carried out by the limited liability company, is not deprived of legal interest solely due to the fact that he does not possess independent rights to the subject of the transaction, and the parties to it are the company and a third party. The amount of the the company’s property belonging to him is important for him, since it serves to repay his receivables.
Having the above in mind, the answer to the question posed is that the plaintiff, a former shareholder, substantiates, and the court assesses, the legal interest of the claim in each specific case. If proper assertions are made, that a transaction has an impact on the monetary equivalent of the former shareholder’s owed share of the limited liability company’s property, there is a legal interest for the shareholder with a terminated membership relationship in attacking the validity of the transaction.
