A responsabilidade do cotista de FIP (The liability of Brazilian private equity fund’s quotaholder). Carlos Martins Neto. São Paulo: Almedina, 2017, 191 p.
The scope of the book is to describe the outlines of the quotaholders liability on a “Fundo de Investimento em Participações” – FIP (Brazilian Private Equity Fund). Therefore, will be analyzed the historical aspects, legal nature and the way investment funds are structured in the Brazilian law, focusing on the “Fundo de Investimento em Participações”. Considering the fact that the FIP can fulfill the position controlling shareholder on invested companies, this book also approaches, succinctly, the control power structure, the controlling shareholder’s identification and the hypothesis of its liability. In sequence, the hypothesis of quotaholders direct and indirect liability on “Fundo de Investimento em Participações” are appointed. The book pursuits to demonstrate that the FIP quotaholder, due to the subsidiary liability arising from the obligation to bear the negative net equity of the fund, is susceptible to an indirect liability, incompatible with its role as a mere investor. Finally, a possible solution to the problem of the FIP quotaholder liability is presented.
