The shareholders of a company do not have

This decision sheds important light on your real estate law. Here is what it changes for you.

The situation

The shareholders of a company do not have standing to dispose of the company's assets. The Court of Appeal therefore violates Article 5 of the Act of 24 July 1966 when, in order to allow the claim for payment of three promissory notes brought by the sellers of shares in a limited liability company operating a fish farm, it holds that, although their action for payment was time-barred, the agreement for the sale of shares provided that the price did not include the value of the stock, which was paid by the purchaser of the shares who became the manager of the company and who subscribed the disputed promissory notes which had no other cause than the price of the disputed stock.

What the law says

This decision confirms the fundamental principles of property law.

Key takeaways

• Strictly comply with statutory time limits for bringing an action
• Keep all your supporting documents (deeds, instruments, correspondence)
• Be proactive: preventive advice is always cheaper than litigation

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