Corporate case law

Shell Compañía Argentina de Petróleo S.A. c/ Servicio Maui S.A. y Zelener, Sergio s/ ordinario (National Commercial Court of Appeals, Chamber B, 02/03/2005)

The effects of transferring a business establishment and proof of commercial claims connected with its operations. The Commercial Court of Appeals examined economic continuity, accounting documentation, and transfer rules to determine who was liable for the disputed obligations.

CNCom., Sala B02/03/2005

Case caption

«Shell Compañía Argentina de Petróleo S.A. c/ Servicio Maui S.A. y Zelener, Sergio s/ ordinario»

What was at issue

The effects of transferring a business establishment and proof of commercial claims connected with its operations.

What was decided

The Commercial Court of Appeals examined economic continuity, accounting documentation, and transfer rules to determine who was liable for the disputed obligations.

Extractable criterion

The Commercial Court of Appeals examined economic continuity, accounting documentation, and transfer rules to determine who was liable for the disputed obligations.
The holding should be read in light of the legal interest protected in the area of transfers of business establishments, not solely by reference to the documentary form of the act.
Evidence of the specific facts and of their impact on corporate or creditor rights is decisive when applying the precedent’s doctrine to another case.

Citation: CNCom., Sala B, «Shell Compañía Argentina de Petróleo S.A. c/ Servicio Maui S.A. y Zelener, Sergio s/ ordinario», 02/03/2005 — Jurisprudencia societaria y comercial

Practical application

It is relevant to transfers of business establishments and due diligence of liabilities.

Frequently asked questions

What is the main takeaway from the case?

The Commercial Court of Appeals examined economic continuity, accounting documentation, and transfer rules to determine who was liable for the disputed obligations.

Does the rule apply automatically today?

No. The current statutory framework and the specific facts must be verified. Historical precedents retain doctrinal value, but later reforms may alter how they apply.

What should be proven in similar litigation?

The relevant corporate or commercial documentation, the parties’ conduct, the specific harm, and the facts connecting that harm to the central issue in the case: The effects of transferring a business establishment and proof of commercial claims connected with its operations.

Informational commentary on a published ruling; it does not constitute advice nor guarantee an outcome. Application to a case depends on its circumstances.

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