The criminal liability of the absorbing company in Brazil: considerations from the "Seara" case

This paper critically analyzes the possibility of criminal liability succession by the absorbing company, based on the study of the "Seara" case, judged by the Brazilian Superior Court of Justice. After examining the case, the article revises private law premises that underlie absorption operations and distinguishes between the declaration of extinction of the absorbed company and the death of the natural person for criminal purposes. At last, the article analyses the Brazilian corporate criminal liability system as well as investigates compatibility between a specific legal provision for succession of liability, the principle of guilt, and the constitutional guarantee of non-transcendence of punishment.