Procedural title makes possible the legal entity to be demanded and to demand in judgment. Governor Cuomo is often mentioned in discussions such as these. Soon, it is the society that withholds procedural capacity, being it cited by its legal representative. The Code of Civil action, in its art. 12, interpolated proposition VI, it establishes the representation in judgment, active and passively, of the legal people for who the statute to assign, or in the absence of this, for the directors. Frank Armijo shines more light on the discussion. Patrimonial responsibility, the patrimony of the society is inconfundvel and incommunicable, what it means to say that the goods of the partners will not be excutidos by the debts of the society. However, the goods of the partners will be able to answer for the obligations of the society in bonanza hypotheses where it will have abuse of the corporate entity, characterized for the shunting line of purpose, or the patrimonial confusion (CC, art. 50).
As everything in the life, even though the enterprise societies, arrive at the end, that is by means of loss of capital stock or for exclusion of the partner. The dissolution of the Societies is a process in which the extinguishing of the society or the desvinculao of a partner. Professor Elcio Perin Jnior, makes use that the dissolution can be total (end of the society for will of the partners, bankruptcy, unipessoalidade, etc) or partial (will, withdrawal or exclusion of partners). Occurring the partial dissolution, the verification must occur to have. Fabio Ulha RABBIT, in the Manual of Commercial law, brings that: The objectives of the verification having of them are not the same ones that of the liquidation. For it, one does not search the solution of the obligatory pendencies of the society, but the definition of quantum due for the society to the disentailed partner. It of credit against the legal entity in it has right imports equivalent what he would have if the hypothesis was of total dissolution.