Chapter XI · Conversion of companies · Section I · Domestic conversions

Article 139 Unlimited liability of members

Artigo 139.º · Responsabilidade ilimitada de sócios

Código das Sociedades Comerciais · Decree-Law No. 262/86 · consolidated text checked 26 October 2026

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1. Conversion does not affect the personal and unlimited liability of members for company debts previously incurred.

1 - A transformação não afecta a responsabilidade pessoal e ilimitada dos sócios pelas dívidas sociais anteriormente contraídas.

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2. The personal and unlimited liability of members created by the conversion of the company does not extend to company debts previously incurred.

2 - A responsabilidade pessoal e ilimitada dos sócios, criada pela transformação da sociedade, não abrange as dívidas sociais anteriormente contraídas.

What we checked in this article

Existing unlimited liability continues for prior company debts, while unlimited liability created by the conversion does not extend to prior company debts.

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Unofficial English translation prepared by BCA Portugal for reference. Only the Portuguese text published in the Diário da República has legal force. Editorial notes are ours and are not part of the statute.

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