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Company Law 2017/2018

  • 6 ECTS
  • Taught in Portuguese
  • Both continuous and final Assessment

Objectives

That the student is able:
1. To determine the importance of typicality and of freedom of choice in the field of commercial companies;
2 To identify the systematic framework of commercial companies;
3 To set the articles of association and shareholders' agreements;
4 To explain the ways and acts of constitution;
5- To recognize the qualification of the legal status of the partner and shareholder;
6- To discriminate the vicissitudes of social participation
7. To identify the organizational structure;
8. To recognize the decisions of the partners and shareholders and its vicissitudes;
9. To explain the operation of commercial companies, distinguishing between regular and periodic acts of any and occasional;
10- To identify changes to the articles of association
11. To recognize the advertising of social acts
12. To identify the various forms of termination of activity of commercial companies
13. To identify the corporate groups and the SGPS.

Recommended Prerequisites

Commercial Law

Teaching Metodology

The lecture method, the inductive method, the case method and the Socratic method will be adopted. In lectures deductive strategies and inductive strategies will be used. The teaching of deductive type of constant exposure program materials, orderly, coherent and systematic. This method will be complemented by inductive method and the Socratic method - the inductive teaching - where, in addition to systematic use of concrete examples, trying to contextualize the material taught with cases of life, be drawn to the formulation of questions, not only for answers specific, but also to stimulate student participation. In practical classes inductive strategies will be used. Find It will stimulate interest and critical thinking of students by involving them in the teaching / learning process in order to consolidating the concepts and basic legal institutions and will enable them to interpret the law and to solve practical cases.

Body of Work

Chapter I - Introduction
Chapter II - Constitution of the Company
Chapter III - The partner and shareholder
Chapter IV - Social participation
Chapter V - Organisation of commercial companies
Chapter VI - Operation of commercial companies
Chapter VII - Amendments to the Articles of Association
Chapter VIII - Advertising of social acts
Chapter IX - Cessation of activity
Chapter X - Groups of companies and SGPS

Recommended Bibliography

- CUNHA, Paulo Olavo – Direito das Sociedades Comerciais. 5.ª Ed. Coimbra: Almedina, 2014 (reimpressão da 5.ª ed. de 2012)
- ABREU, Jorge Manuel Coutinho de - Curso de Direito Comercial, Volume II - Das Sociedades.5.ª Ed.Coimbra: Almedina, 2015
- Base de dados do Instituto das Tecnologias de Informação na Justiça (jurisprudência) - www.dgsi.pt
- Diário da República - www.dre.pt
- Empresa na Hora - www.empresanahora.pt/ENH/sections/PT_como-funciona
- Portal da Empresa - www.portaldaempresa.pt/cve/pt

Complementary Bibliography

- ABREU, Jorge Manuel Coutinho de - Código das Sociedades Comerciais em Comentário – Pack dos 7 Volumes. Coimbra:Almedina, 2014
- ALMEIDA, António Pereira de - Sociedades Comerciais, Valores Mobiliários, Instrumentos Financeiros e Mercados - Volume 1. 7ª Ed. Coimbra: Coimbra Editora, 2013
- CORREIA, Miguel J. A. Pupo - Direito Comercial - Direito da Empresa. Reimpressão da 12.ª Ed. Lisboa: Ediforum, 2012.
- CORDEIRO, António Menezes - Direito das Sociedades I - Parte Geral. 3.ª Ed. - Ampliada e atualizada. Coimbra: Almedina, 2011.

Weekly Planning

Theoretical classes
1st Week
Presentation
General considerations on the study plan
Bibliographies
Considerations on teaching methodology

Week 2
Chapter I

3rd Week
Chapter II

4th Week
Chapter II (continued)

5th Week
Chapter III

6th Week
Chapter III (continued)

7th Week
Chapter IV

8th Week

Chapter IV (continued)

9th Week
Chapter V

10th Week
Chapter V (continued)

11th Week
Chapter VI

12th Week
Chapter VII

13th Week
Chapter VIII

14th Week
Chapter IX

15th Week
Chapter X

Practical classes

1st Week

Legal problem solving on the matters set forth in Chapter I

Week 2

Legal problem solving on the matters set forth in Chapter II

3rd Week

Legal problem solving on the matters set forth in Chapter III

4th Week

Legal problem solving on the matters set forth in Chapter III (continued)

5th Week

Legal problem solving on the matters set forth in Chapter IV

6th Week

Legal problem solving on the matters set forth in Chapter IV (continued)

7th Week

Legal problem solving on the matters set forth in Chapter V

8th Week

Legal problem solving on the matters set forth in Chapter V (continued)

9th Week

Legal problem solving on the matters contained in Chapter VI

10th Week

Legal problem solving on the matters contained in Chapter VII

11th Week

Legal problem solving on the matters set forth in Chapter VIII

12th Week

Legal problem solving on the matters set forth in Chapters IX and X

13th Week

Creation of online companies (Case Study)
Overhauls

Note: - In practical classes will be used wherever necessary, the analysis and critique of court decisions and other documents.

Demonstration of the syllabus coherence with the curricular unit's objectives

Determine the importance of typicality and of freedom of choice in the field of SC and identify systematic framework for these through the minister of Cap contents. I. Can they define articles of association and shareholders' agreements, explain the forms and SC constitution acts and recognize the qualification of the legal status of the partner and shareholder by exposing the Caps. II and III. Discriminate against the vicissitudes of social participation, identify the organizational structure of the SC and recognize the decisions of the partners and shareholders and its vicissitudes will be accomplished through the minister of the Caps content. IV and V. Explain the operation of the SC, distinguishing regular and periodic acts of any and occasional, identify changes of articles of association, recognize the advertising of social acts, identify the various forms of termination of the SC activity and identify the groups companies and the SGPS through the minister of the last 5 Chapters.

Demonstration of the teaching methodologies coherence with the curricular unit's objectives

To achieve the goals we 1,2 and 3 the exhibition, inductive and Socratic methods will be used; to achieve the objectives ns. 4:09 expsitivo the methods, inductive and the case will be used; to achieve the goal paragraph 5 the exhibition and Socratic methods will be used; and to achieve the objectives ns.º 6,7,8,10, 11,12 and 13 the inductive and case methods will be used.

relevant generic skillimproved?assessed?
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