LIMITATIONS TO CONTRACTUAL FREEDOM IN THE LIQUIDATION OF THE FOUNDS REGULATED BY THE LAW No. 20.712

Abstract

The article argues that participants in a fund regulated by Law No. 20,712 (the Single Funds Law or LUF) are not entirely free to regulate the liquidation process in their internal regulations. To justify these limitations, an analysis of the term "liquidation" in the Law is proposed, which implies restricting this freedom within parameters consistent with the regulations and the legal interests at stake. Two sets of limitations are established: the first relates to the use of the term "liquidation" in a corporate context and is inherent to any liquidation process. The second set is consistent with a liquidation model that must be congruent with the limitation of liability that we maintain exists in LUF funds, highlighting, among other things, the necessary change in the fund's purpose and the impossibility of distributing capital before settling its debts.