Group governance as an alternative regulatory model to the groups of companies: from the Rozenblum doctrine to the Italian discipline, and a new statute proposal to the Brazilian law

• Grant number: 15/21451-6
• Support Opportunities: Scholarships abroad - Research
• Start date: October 19, 2015
• End date: April 18, 2016
• Field of knowledge: Applied Social Sciences - Law - Private Law
• Principal Investigator: Danilo Borges dos Santos Gomes de Araujo
• Grantee: Danilo Borges dos Santos Gomes de Araujo
• Host Investigator: Barbara de Donno
• Host Institution: Escola de Direito de São Paulo. Fundação Getúlio Vargas (FGV). São Paulo , SP, Brazil
• Institution abroad: Libera Università Internazionale degli Studi Sociali Guido Carli (LUISS), Italy

Abstract

Considering that the development of business activities through groups of companies not only is fully legitimated by the law, but is also preponderant with regard to medium and large sized business operations, this research aims at categorizing the many regulatory strategies arisen in the comparative law to deal with the groups of companies problem, focusing on the Rozenblum doctrine (characterized by the recognition of a group interest and by the authorization of the conduction of business activities in accordance to a group policy, provided that some standards of group governance are fulfilled). Successively, it also aims at presenting in which way the Italian discipline of groups of companies is in itself a concrete manifestation of the Rozenblum doctrine. Finally, it advocates, de lege ferenda, for the internalization in Brazil of the Rozenblum doctrine principles. (AU)