Sobre a (in)adequação jurídica da startup em relação à sociedade limitada unipessoal

Abstract

The consolidation of economic activities regulated by different laws in Brazil reveals a lack of capacity for economic development, unlike countries like the United States, China and the European Union. Economic development stems from the activities of entrepreneurs and workers who consolidate and modify production factors for the development of products or services, altering socioeconomic relations. It is also observed that public policies serve with aid, ease and investment for such private groups. However, if the number of entrepreneurial activities (entrepreneurs) decreases, it indicates a society closer to poverty. The State Law, aiming to organize and provide greater security for the performance of individual activities, also becomes a very important and influential factor in business relations. In the 21st century, especially, Startups can be seen as a tool to enable Brazilian economic development, there is a first attempt to legislate this business with the creation of Complementary Law No. 182 of 2021. Another interesting legislative phenomenon is the Limited Liability Company single-member, created in 2019 by Law no 13.874/2019 (Economic Freedom Law). Starting from Business Law, Limited Liability Company single-member and Startups, the following question arises: how to understand the legal adequacy, or not, of Startup in relation to the Limited Liability Company single-member? In this sense, it will have three objectives: i) seek understanding about Startups; iii) identify the use of the Sole Limited Liability Company, regarding the differences and legal form before the legal institutes; iv) understand the legal adequacy of the Limited Liability Company single-member in relation to the Startup. As a general objective, to understand the legal adequacy or not, it is observed to go beyond legal issues, but to seek Startup differentials regarding specific administrative conditions, aid structures, entrepreneurship ecosystem. Differences regarding the Limited Liability Company and thus about the Limited Liability Company single-member. To enable the viability of a greater number of companies, jobs, social sustainability and technological development regarding the need for prosperity and wealth for Brazilians. The hypothetical-deductive method is used to support this research, which, in the face of the problem question, formulates hypotheses to test whether it is true or false. Also the exploratory bibliographic method, using books, relevant authors and news, both in physical and digital format. In addition, the three principles of reasoning will be adopted: identity, non-contradiction and excluded middle. Complementary Law 182 of 2012 is considered to lack clarity to legally conceptualize startups, in addition to the lack observed throughout the research. Even so, it was found that Startups is inadequate to constitute a Sole Limited Company, that it will be possible to make such a choice, but to which it would link activities carried out through labor contracting, which would allow an increase in expenses and the possibility of a process of disregarding the personality legal. It could also confabulate the formation of a business type: startup; thus, the necessary requirements for their formation are used, as well as the simple national, limited liability, a single identification of labor contributions with a single slip and other possibilities.