Recuperação judicial do empresário rural

Por Valor Econômico

A Lei de Recuperação de Empresas e Falência (LRE) enfrenta momento delicado de sua vigência, assim, recentemente um projeto de reforma, encabeçado pelo Ministério da Fazenda, aguarda envio ao Congresso Nacional. Apesar de elaborado por renomados juristas, sabe-se que a possibilidade de que grandes alterações acometam o texto original do anteprojeto é uma realidade infalível no processo legislativo brasileiro.

O cenário de reforma da LRE origina e ressuscita debates a respeito dos pontos delicados da legislação falimentar, nem sempre sustentados de forma isenta, e tampouco preocupados com a organicidade sistêmica entre as normas que instituem preceitos relacionados à LRE e a segurança do crédito, em um melhor ambiente de negócios.

Esse é o caso em que se insere o empresário rural em crise. O cenário de recessão econômica em que o país se encontra nos últimos anos deu azo a um movimento crescente de pedidos de recuperação judicial por produtores rurais pessoas físicas, o que fomentou embates a respeito do tema.

Inserir na LRE previsão para uso do favor legal pelo empresário rural em qualquer condição não representa técnica legislativa adequada

A nosso ver, a adequada compreensão da questão deve considerar que o regime do direito civil trata a figura do empresário rural de forma favorecida, diferenciada e simplificada, chegando ao ponto de instituir ao produtor rural a faculdade de a seu exclusivo critério, requerer inscrição na Junta Comercial, hipótese em que, uma vez inscrito, estará equiparado ao empresário sujeito a registro. Ou seja, o legislador conferiu ao produtor rural a opção pela empresarialidade.

Referida opção legislativa se insere no contexto histórico e de desenvolvimento da atividade agrícola e agroindustrial no país, de modo que o legislador buscou adaptar os regimes e a forma de atuação do produtor rural que subsiste por sua atividade, eminentemente não profissional e organizada, daquele que atua empresarialmente na atividade agrícola, compondo os elementos de firma.

A LRE, por sua vez, prevê que o favor legal da recuperação judicial apenas pode ser utilizado por empresário ou sociedade empresária que exerça regularmente suas atividades há mais de dois anos, no momento do pedido. Ou seja, desde que o autor se enquadre como empresário inscrito na Junta Comercial ou que comprove a prática de atividade econômica organizada e, cumulativamente, exerça atividade empresarial há, pelo menos, dois anos na data da apresentação do pedido de recuperação, tais requisitos estarão cumpridos.

O regime diferenciado imposto pelo Código Civil ao empresário rural, vis a vis as previsões da LRE que fixam os requisitos de procedibilidade do pedido de recuperação, deixam claro que o legislador definiu que os produtores rurais somente terão legitimidade para requerer recuperação judicial se forem empresários inscritos na Junta Comercial. Portanto, ao produtor rural, pessoa física, não inscrito no Registro de Empresas pelo prazo de dois anos previsto pela LRE deve ser negado o acesso ao instituto da recuperação, já que não estaria cumprido requisito formal previsto em lei.

O correto entendimento da questão, contudo, não é unânime, pois parte da doutrina tem relativizado os requisitos a que se submetem os produtores rurais para a utilização do favor legal. Em suma, tais entendimentos defendem que mesmo que o produtor rural tenha requerido seu registro na Junta Comercial poucos dias antes de ajuizar pedido de recuperação judicial, ele estaria legitimado ao uso do favor legal, desde que prove o exercício de atividade econômica por, ao menos, dois anos. Referido entendimento viola o Código Civil, que de forma clara permite ao produtor se beneficiar da recuperação judicial (e se sujeitar à falência) apenas caso tenha optado pelo regime de empresa nos prazos previstos.

Essa flexibilização de requisitos expressos permite benesse que a LRE não prevê ao produtor rural, além de admitir atos de má- fé por empresários que não cumprem o prazo de dois anos fixado pelo legislador com o propósito de evitar que devedores oportunistas desvirtuem o instituto. Entendimentos diversos se olvidam, ainda, de que a inscrição do produtor na Junta Comercial, apesar facultativa, é acompanhada de benefícios tributários/fiscais que inserem relevante substrato econômico na decisão de regularização, especialmente ao produtor rural que por ela optar. Portanto, relativizar os requisitos legais e aceitar pedidos de recuperação judicial de produtor rural pessoa física não inscrita dentro do prazo legal representa ruptura ao regime jurídico que o direito civil outorgou ao empresário rural. O ordenamento não permite tal flexibilização, e assim o é em prol da segurança jurídica.

O momento de reforma da LRE deve considerar o cenário ora exposto, pois simplesmente inserir na LRE previsão que possibilita a utilização do favor legal pelo empresário rural em qualquer condição não representa técnica legislativa adequada, já que não valora e integra o conjunto organizado e profissional de atividades econômicas que envolvem atualmente a produção agrícola, no moderno conceito de agronegócio.

Renato Buranello e José Afonso Leirião Filho são sócio e advogado do Vaz, Buranello, Shingaki & Oioli Advogados, respectivamente.

Este artigo reflete as opiniões do autor, e não do jornal Valor Econômico. O jornal não se responsabiliza e nem pode ser responsabilizado pelas informações acima ou por prejuízos de qualquer natureza em decorrência do uso dessas informações

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