Limited liability companies, like all other joint-stock companies, exclusively comply with corporate obligations using their own assets (Article 2462 of the Italian Civil Code). In fact, S.r.l.'s and all corporations have "what are known as perfect asset autonomy". Company assets are completely independent and distinct from those of the shareholders and the director. Generally, for this reason, the investor is not liable with his/her own capital for the bankruptcy of the company in which he/she invested.
Furthermore, at the end of the real estate operation, our system provides that upon eliminating the Register of Companies the company will dissolve, even if unsolved corporate relationships might subsequently emerge—in particular, unmet debts.
However, this principle is not absolute because, in some cases, the directors may be held liable for debts contracted by the company they manage. Article 2495 of the Italian Civil Code (liquidation of the company) is very clear in this regard: without prejudice to the dissolution of the joint-stock company after liquidation, unsatisfied creditors of the company can assert their credits against shareholders up to the sums collected by them, based on the final liquidation balance sheet.
A phenomenon of substitution is thus determined, with the consequence that corporate obligations are transferred to the shareholders who shall be liable—either within the limits of the amount collected as a result of liquidation or unlimitedly—depending on whether, at the time of the corporate failure, they were unlimitedly responsible or not.
A similar case, however, cannot occur in Walliance: the funding S.r.l.'s have the sole purpose of attracting savings and investing them in specific and well-defined real estate projects, never running into any debt toward third parties.