A (in)efetividade da proteção contratual dos investidores em face dos empreendedores: responsabilidade civil nas operações de venture capital

Abstract

The present monograph has as its theme the analysis of civil liability in investment contracts in venture capital operations, and its study is extremely important due to the accelerated and generalized growth of this type of investment. The general objective is to present the national panorama in analysis of the legislation and internal regulations about the attribution or not of civil liability present in these contracts. The bibliographical and documental references method was used to elaborate the theme, by means of which the provisions of the Civil Code, the Corporations Law, doctrinaire and jurisprudence positions, as well as articles published in electronic academic journals were explored. From this analysis, it was sought to expose the structuring of the investment market as a whole, the contracts and the investment contracts, highlighting mainly the civil liability of the parties that make up the contracts executed in venture capital operations. Thus, this research has as its main focus: (i) to theorize about the investment contracts and their modalities; (ii) to discuss venture capital; (iii) to list the types of liabilities existing for the partners and for the investors within the investment contracts of venture capital operations and explain them; and (iv) to draw a parallel between such liabilities and the Brazilian legal system. The monograph concludes that investors have more protections than entrepreneurs, therefore, they are exempt from certain civil liabilities, which are borne by the entrepreneur