The minority shareholder with less than 5% of social capital has no legitimacy to process the anonymous society controller that causes injury to the Company by abuse of power.

The decision is from the 3rd class of the Superior Court of Justice (STJ), which reformed the Court of Justice of the State of Rio de Janeiro (TJRJ) and judged extinct by active illegitimacy, procedure filed by a minority shareholder of radio Club Pernambuco.

The claim of the shareholder, holder of 3,3273% of the share capital, was to hold the controlling block by promoting a series of loans signed by the company with other companies under the command of the controllers.

The action was partially judged first degree and confirmed by the TJRJ, determining that the radio and the beneficiary companies of loans abstained from carrying out new transfers, as well as to pay the author, as loss and damage, Value corresponding to your participation in total negotiated.

The STJ reformed the decision under the argument that the damage narrated by the author were indirect, with society being the real undermined. Article 159 of the Brazilian Corporate Law, which deals with the responsibility of the Directors, but serves, by analogy, to the action against the controlling shareholder.

Action, in this case, should have been the object of deliberation of the Company's General Assembly, or, if not promoted by the Company, by a shareholder with at least 5% of the share capital.

Special feature nº 1.214.497 / RJ (2010 / 0171755-3)