A quotaholder partner who did not manage the company is not liable for the debt. The 8th Panel of the Federal Regional Court of the 1st Region (TRF1), unanimously, granted the interlocutory appeal filed by a partner of a company against a decision of the Court of the 2nd Division of the Pouso Alegre/MG Judicial Subsection, which dismissed the Pre-Enforcement Objection raised by the appellant, ordering the continuation of the tax enforcement.
In appealing, the appellant maintained that he had never exercised management activity in the company. He participated only as a quotaholder partner. Thus, no liability for the tax debts could be contemplated.
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In analyzing the case, the reporting member, summoned federal judge Miguel Ângelo de Alvarenga Lopes, highlighted that “the National Tax Code, in dealing with the tax liability of third parties, is express in the sense that the directors, managers or representatives of private-law legal entities are personally liable for the credits corresponding to tax obligations resulting from acts performed with excess of powers or violation of law, articles of association or bylaws.”
The magistrate further emphasized that the understanding according to which the quotaholder partner, who did not exercise the management of the company, cannot be held liable for the debt of the company, is settled.
In view of the foregoing, the Panel granted the interlocutory appeal, to exclude the name of the appellant from the passive pole of the Tax Enforcement, under the terms of the reporting member’s vote.
Source: Office of Social Communication of the Federal Regional Court of the 1st Region
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