Appeal Ruling: Appeals court upheld dismissal of Administradora’s claim

On May 6, 2024, the First Chamber of the Civil and Commercial Court of Appeals of Guatemala confirmed the dismissal of a lawsuit filed by Administradora de Restaurantes, S.A. (formerly La Perla) that sought to exclude Lisa, S.A. as shareholder and extinguish its dividend rights. The trial court had ruled in August 2023 that the lawsuit was procedurally defective, as the plaintiff failed to submit the full shareholder meeting minutes supporting the claim and ignored the arbitration clause mandated by the company’s founding charter.

The appellate court rejected La Perla’s argument that a summary certification of the shareholder resolution was sufficient. It agreed with the trial judge that the demand lacked clarity and omitted key documents required under Guatemalan law. The appeal was declared without merit, and the appellate court ordered Administradora de Restaurantes to pay the legal costs of the second instance.