RESIGNATION OF A LEGAL REPRESENTATIVE OR TRUSTEE IN A COMPANY IN BOLIVIA

LEGAL RESIGNATION PROCEDURE IN BOLIVIA UNDER THE CIVIL CODE

Although this is a commercial law matter, its procedural basis is found in the current Bolivian Civil Code, particularly in Article 832, which refers to agents and states that they may resign from their role, provided they notify the principal expressly and with reasonable notice. However, resignation does not produce automatic effects. The agent is required to continue performing their duties until a replacement is appointed, unless they can demonstrate a serious impediment or justified reason preventing them from continuing in the role.

This obligation is particularly important in situations where the company requires continuous representation to avoid interrupting its legal and commercial operations. If the agent causes harm to the principal by resigning abruptly, they are liable for any resulting damages.

A key precedent supports this obligation: Supreme Court Ruling No. 241/2015 affirms that a resignation notified to the principal does not automatically terminate the mandate. Therefore, the legal representative must continue fulfilling their duties until a formal replacement is in place, unless they can justify immediate cessation.

RESIGNATION OF A LEGAL REPRESENTATIVE DURING JUDICIAL PROCEEDINGS IN BOLIVIA

When a legal representative acts as a proxy in judicial proceedings, civil procedural law imposes additional obligations. As long as the mandate has not been legally terminated, the representative must continue handling all procedural matters. All notifications, summonses, and service of process are considered valid as if they were served directly to the principal.

In other words, a simple resignation does not release the representative from the responsibility of continuing to represent the party in court until a legal substitution or proper cessation of mandate occurs. This rule ensures procedural stability and prevents a party from being left unrepresented due to a unilateral resignation.

A practical example would be a company being sued in civil court. If its judicial proxy resigns while the case is ongoing, they must continue to handle all proceedings until a new representative is formally appointed and registered in the case file.

HOW TO REGISTER THE TERMINATION OF A LEGAL REPRESENTATIVE IN BOLIVIA

Under commercial law, the Bolivian Commercial Code establishes that both the appointment and termination of representatives and administrators must be registered with the Commercial Registry. This registration serves to provide public notice to third parties. However, failure to register does not invalidate the acts of the representative prior to formal replacement.

For example, if a general manager of a corporation submits a resignation, it must be formally registered for third parties to be aware of the change. Until that happens, the manager’s actions continue to have legal effect.

In the case of trustees (síndicos) appointed in bankruptcy proceedings, their role involves managing and liquidating the debtor’s assets under judicial supervision. Their resignation must also follow formal procedures to ensure effective cessation and avoid harming the creditors.

In summary, the resignation of a legal representative or trustee in Bolivia requires not only formal notification of intent to resign, but also the continuation of duties until a formal replacement is in place, in accordance with civil, procedural, and commercial regulations. Proper registration of changes in the Commercial Registry and fulfillment of procedural responsibilities ensure legal stability for companies and protect third-party rights.