The extraordinary standing granted to a member of a limited liability company by Article 2476, paragraph 3, of the Civil Code for the exercise of the company’s derivative action for liability against directors extends to the means of preservation of the company’s assets, including the ordinary actio pauliana pursuant to Article 2901 of the Civil Code, as these are procedural instruments that play an essential role in rendering effective the judicial protection granted by way of extraordinary standing in relation to the same right to damages owed to the company.
A contractual arbitration award (arbitrato irrituale), even if challenged by way of an action for annulment, constitutes sufficient title for the exercise of the ordinary actio pauliana, given that the latter may be brought even to protect a disputed claim or a claim subject to a suspensive condition, the requirement of the anteriority of the claim in relation to the dispositive act being assessed with regard to the time when the obligation to pay damages arose and not to the time of its ascertainment.