Takeaway: Quotas in single-member limited liability companies can be seized and sold by court order to pay off the owner’s personal debts, as long as the company’s single-owner structure is preserved.

On May 20, 2025, Brazil’s Superior Court of Justice (STJ), in Special Appeal No. 2,186,044/SP, affirmed that it is legally permissible to attach equity interests held in a single-member limited liability company to enforce debts incurred by its sole quotaholder.

The case concerned the attachment of the debtor’s full ownership interest in a single-member company. The debtor argued that judicial attachment was incompatible with the company’s single-member structure.

According to the reporting Justice, however, the debtor’s equity interest can be seized and sold in court to satisfy the debt, even when held in a single-member company. Still, the company’s single-member structure must be preserved, meaning the sale cannot force the original owner into an unwanted partnership with others, out of respect for their decision to operate alone and for the principle of voluntary association.

In practical terms, if the attachment is partial, a portion of the equity may be liquidated, with a corresponding reduction in capital, and the quotaholder retains control. If total, the judicial sale must ensure that the buyer assumes sole ownership, maintaining the company’s legal structure.

This decision is particularly relevant in difficult enforcement scenarios, where debtors have no attachable personal assets but fully own a single-member company.

Click here to access the full decision.

The MAC Advogados team closely tracks judicial developments in corporate and enforcement law and is fully equipped to advise and structure strategic recovery actions involving shareholder interests — always with legal certainty, business practicality, and regulatory compliance.