THE SUPREME COURT INDICATED THE IMPOSSIBILITY OF SUBSTITUTION OF A CORPORATE DISPUTE WITH SUBSIDIARY LIABILITY

The legal possibility of filing a petition on the debtor's insolvency, and then on bringing his or her controlling persons to subsidiary liability, cannot always be used for its intended purpose.

The Supreme Court had to cope with one of such situations.

The creditor of the debtor, in the framework of the bankruptcy case of the latter, applied to the court with a claim to bring the CEO of the company, as well as a participant with a 51% share, to subsidiary liability.

The courts of three instances satisfied the application, but when it was considered by the judicial board of the Supreme Court, the judges took another side of the dispute.

The highest court, having delved into the intricacies of the conflict, came to the conclusion that there was a corporate confrontation within the company, the participants of which were trying to return the money invested in it with the help of the institution of subsidiary liability.

The persons involved in the debtor’s control managed to prove the affiliation of their creditor, who required subsidiary liability, and one of the participants in the company, whose subsidiary liability was not announced by anyone, despite the previously announced proposal of the court.

The board concluded that if there was inconsistency in the actions between the partners, they should resort to corporate levers to solve the problem, including the court cases, and not try to return the money invested in the company through the bankruptcy of the latter (case No. A23-6235 / 2015 ).