Exp. 01044-2022-00409

I. Trial and First-Instance Judgment

On March 23, 2022, Avícola Las Margaritas, S.A., acting also on behalf of three entities it absorbed by merger (Importadora de Alimentos de Guatemala, S.A., Compraventa de Productos Alimenticios, S.A., and Compañía Alimenticia de Centroamérica, S.A.), filed a summary abuse-of-rights complaint against Lisa, S.A. under Article 1653 of the Civil Code and Article 18 of the Judiciary Act. Avícola alleged that Lisa had exercised its shareholder rights abusively over more than two decades through amparo petitions in 1999 and 2001 that suspended shareholder assemblies, a 2001 criminal complaint filed by Juan Guillermo Gutiérrez Strauss (Expediente 413-2001), a civil action before the U.S. District Court for the Southern District of Florida (Case No. 99-03519 CA-21), and 2018 criminal complaints in Guatemala (Expediente 01079-2018-00056) and Panama. The claim sought a judicial declaration of abuse of rights together with indeterminate damages.

Lisa answered in the negative and raised four peremptory exceptions: failure to meet the prerequisites for abuse of right, lack of standing in the plaintiff, lack of standing in the defendant, and statute of limitations. In <doc id="gua-01044-2022-00409-2024-02-07-a" />, issued on February 7, 2024, the Eighth Multi-Judge Civil Court of First Instance analyzed each exception in turn. On the prerequisites of abuse, it found that only two amparos named Avícola as autoridad denunciada, that the 2018 criminal complaints did not include the plaintiff or its merged entities, and that the Florida lawsuit was not directed against Avícola. On lack of standing in the plaintiff, it confirmed that Avícola appeared as neither suspect nor defendant in any cited proceeding, relying on Avícola's own party declaration of January 9, 2024 and the Seventh Criminal Court's official report. On lack of standing in the defendant, it applied Article 14 of the Commercial Code to reject the attempt to attribute the personal acts of shareholder Gutiérrez Strauss to Lisa. It rejected the limitations defense, reasoning that the damages claim was accessory to the principal claim of abuse.

The court sustained three of the four exceptions, dismissed the lawsuit in its entirety, and exempted both parties from costs on grounds of reciprocal defeat. The ruling established that Lisa's exercise of legal actions in defense of its shareholder rights does not constitute an abuse of right, a complete first-instance victory for the defense.

II. Appeal

Through its representative Paola Arana Estrada, Lisa, S.A. submitted the appellate brief docketed as <doc id="gua-01044-2022-00409-2024-06-03-a" /> for the hearing of June 3, 2024 before the Fifth Civil and Commercial Court of Appeals, in appeal case 148-2024 Of.2°. The brief defended the first-instance dismissal in <doc id="gua-01044-2022-00409-2024-02-07-a" />, organizing the defense around the six prerequisites for abuse of rights and showing that none was satisfied. Lisa emphasized that it figured as neither accused nor defendant in any of the acts characterized as abusive, that the criminal complaints had been dismissed without any action against Avícola, and that the amparo petitions had been granted by the courts. It noted that Avícola had neither specified the nature of the alleged commercial harm nor proven any defense costs, having never been a party to the cited proceedings. Lisa requested full confirmation with the sole modification of imposing costs on Avícola as the losing party.

On June 10, 2024, the Fifth Court of Appeals affirmed the first-instance ruling, concluding that Avícola's documentary evidence was neither suitable nor sufficient to demonstrate the alleged abuse. The appellate confirmation reinforced the determination that Lisa's actions fell within its rights as a shareholder.

III. Cassation

Avícola Las Margaritas, S.A. filed a substantive cassation before the Supreme Court of Justice, Civil Chamber, raising two sub-grounds under Article 621(2) of the Code of Civil and Commercial Procedure: error of law and error of fact in the appreciation of evidence. On the error-of-law sub-ground, Avícola contended that the Court of Appeals had failed to confer probative value on three documents: amended pleadings from the Florida lawsuit, a criminal complaint before the Seventh Criminal Court (file 01079-2018-00056), and a criminal complaint before the Public Ministry of Panama. On the error-of-fact sub-ground, it argued that the Court of Appeals had erred in appreciating the 2001 criminal complaint by Juan Guillermo Gutiérrez Strauss, contending that he acted in his capacity as majority shareholder of Lisa. Lisa responded that natural and juridical persons retain separate legal personality.

In <doc id="gua-01044-2022-00409-2025-07-18-a" />, issued on July 18, 2025, the Civil Chamber identified irremediable deficiencies in the appeal: Avícola had failed to formulate an individual thesis for each piece of evidence, advanced contradictory arguments by simultaneously claiming the Court of Appeals omitted to appreciate the evidence and denied it its proper value, and failed to develop argumentation for each rule of the valuation system; on the error-of-fact sub-ground, it had not specified whether the alleged error was one of omission or distortion, nor presented a clear thesis of the defect. The Chamber dismissed the cassation in its entirety, ordered Avícola to pay costs, and imposed a fine of Q100.00. The dismissal left both the first-instance ruling and its appellate confirmation fully intact, definitively closing the abuse-of-rights claim against Lisa.