Disputing a deal. The co-owner of cheese curds "B.Yu. Alexandrov" is trying to return the donated company.
The co-owner of the company producing popular glazed curds under the brand name B.A. Alexandrov filed two lawsuits against five company managers, to whom he had previously given most of his share in the business. The subject of the claim is the main share in the authorized capital of Rostagrokompleks LLC (it is he, through intermediaries, who owns the production of cheese curds).
The company also produced other fermented milk products, but it was the B.A. Aleksandrov brand that brought the main fame and income. By 2021, LLC has accumulated debts to the state and partners. The plaintiff is Yuri Izachik, one of the founders of the production, which appeared back in 1995. The founder of the brand was B.A. Alexandrov, who died in the fall of 2020. After his death, inheritance disputes began, as a result, Y. Izachik became the owner of a 100% share. In September 2021, Y. Izachik gave five top managers of the company a 17% stake in the LLC, leaving only 15% of the authorized capital for himself. Thus, the business was divided between the co-founder and the managerial staff.
Now the plaintiff disputes the legality of the transaction and asks to recognize it as invalid. The grounds are as follows: at the time of signing the contract, he was in a difficult emotional and physical condition, which the co-defendants took advantage of. Yu. Izachek claims that he was misled by top managers who provided him with false information about the company's large debt to counterparties and the tax inspectorate in the amount of about a billion rubles. At the same time, he was not going to donate shares in the company to the defendants, but only learned about the meaning and content of the donation agreement at the notary's office after signing the agreement.
Now the co-owner of Rostagrokompleks LLC is asking the court to apply the rules on the invalidity of a gift agreement made under the influence of delusion and deceit (Articles 178, 179 of the Civil Code of the Russian Federation). As a consequence of the recognition of the transaction as invalid, bilateral restitution is provided, that is, the return of the parties to their original position, according to Art. 167 of the Civil Code of the Russian Federation.
However, jurisprudence shows that the courts are cautious about such requirements and require serious evidence of misleading the plaintiff. In addition, the accompanying circumstances will be taken into account, and they are such that the lawsuit was filed after it became known about the intention of a large investment company to buy out the debts of Rostagrokompleks LLC (the business is valued at $50 million).
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