A alienação de unidades produtivas Isoladas como ferramenta viabilizadora dos planos de recuperação judicial: lições extraídas do “Caso Southrock”

Abstract

The present study aims to analyze the sale of Isolated Productive Units (IPUs) as a tool for business restructuring within the scope of judicial reorganization, in light of the innovations introduced by Law No. 14,112/2020. The research begins with a historical overview of Brazilian insolvency legislation, highlighting the transition from the concordata model and the consolidation of the principle of business preservation as a foundation of Law No. 11,101/2005. It then examines the legal provisions applicable to the sale of IPUs, emphasizing the exclusion of succession in tax, labor, environmental, and regulatory liabilities, as well as the formal requirements for its judicial implementation. The work also conducts a comparative study with Chapter 11 of the U.S. Bankruptcy Code, noting the influence of the stalking horse bidder mechanism and Section 363 on Brazilian practices. Empirical analysis reveals the underutilization of the institute in approved reorganization plans, due to factors such as legal uncertainty, lack of a structured asset market, and cultural resistance from business owners. Finally, the study concludes that the sale of IPUs, when applied with technical precision, transparency, and institutional support, can promote business continuity, preserve jobs, and meet the interests of creditors, thus representing a fundamental mechanism for the effectiveness of the Brazilian reorganization system.