A (In)admissibilidade da cláusula de sandbagging no Ordenamento jurídico brasileiro: uma análise crítica e reflexiva

Abstract

This article aims to examine wheter it is possible to admit the sandbagging clause in the light of the Brazilian Legal Order. Take into account that Brazil it’s a civil law’s country. Na analysis of the concept and application of the aforemetioned clause in common law countries will be carried out, and also the corporate transaction in which it is generally applied, this being the merger na acquisition operation. That said, it will be essential to mention the principles applicable to Corporate Law prescribed by the Federal Constitution and the Civil Code of 2002 and it’s attached duties.