The Court of Appeals of Talca, when reviewing a complaint appeal filed against an arbitration judgement derived from a demand for dissolution of a LLC, decides on its admissibility, based on the resignation for “serious reason” in the face of administrative mismanagement and the loss of the affectio societatis and the consequent termination of the company. In this context, the Court revokes the arbitration judgment, declares the company dissolved, and in the effort to achieve this task, conceptualizes and refers to the nature and place in the corporate structure of the affectio societatis, attributing to its absence a justifying character for the resignation of the partner. These observations deserve a critical analysis that could lead to a diverse conclusion from that reached by the Court.