Inverse piercing of the corporate veil: a legal analysis

Abstract

This paper analyzes the disregard of legal entity in Brazilian law, with an emphasis on reverse disregard, which aims to protect creditors when the legal entity is used to conceal personal assets of partners and administrators. The research seeks to examine the theoretical and legal foundations that justify the application of this measure, as well as identify the most common hypotheses of its use, such as deviation of purpose and asset commingling. The objective of the study is to discuss how Brazilian legislation and case law have addressed the disregard of the legal entity, in addition to presenting a critical analysis of the company's social function in relation to creditor protection. The methodology used was a bibliographic review and case law analysis, based on the norms of the Civil Code and the Code of Civil Procedure. The research concludes that, although it is an exceptional measure, the disregard, when applied judiciously, ensures justice and balance in business relations by preventing abuse and fraud. Reverse disregard proves to be an essential tool to curb the improper use of the legal entity and ensure that the partners' obligations are effectively fulfilled. Thus, the study contributes to a clearer understanding of this important legal mechanism.