Deepening the notions of company law. Study contributory code ..
Objetives and expected results of learning
A) Seizure of listed forms of company in operation since its incorporation. B) Understanding of organizational forms of commercial companies and the monitoring of such companies. C) Identification of some forms of corporate restructuring. D) Understanding the basics of the Contributory Code.
Skills to be developed
Ability to create commercial companies. Ability to critically appraise articles of association. Perception of power relations within societies and its reflection on the organization and operation thereof. Ability to meet its obligations under the supervision of the companies. Ability to participate in key moments of certain corporate reorganizations. Ability to deal with the solutions of the Contributory Code. Ability to bind the powers referred to above, acquired in other courses, including those related to accounting.
Programme
Commercial companies. Changes to the share capital.
Capital increase.
capital reduction.
Repayment and remission of the capital.
Share capital. Representation of the capital. Functions of the capital.
additional benefits
fringe benefits
supplies
shareholdings. Transmission of shares. own shares and shares.
Organization and functioning of commercial companies. organizational structure. General meeting.
Bodies of Management and Supervision
Accountability and application of results
The duty to report
financial statements
Appraisal and publication of annual accounts
Other types of reports: one report / IES / Environmental Report
Application of previous earnings
Retention Results
reservations
Distribution of profits and dividends
Advances on account of profits and interim dividends
Dividends unclaimed
Fate of previous losses
Rights of shareholders, in particular the right to information
Transformation, merger and demerger of commercial companies. Dissolution of commercial companies.
Contributory code
Scope of application
Workers for others
Self-Employed
social system of voluntary insurance
Failure to pay tax obligation
misdemeanor regime
Demonstration of the syllabus coherence with the curricular unit's learning objectives
The curricular unit has two main subjects:
- Legal regime for commercial and public limited companies, aiming that students can, making the data they acquire operational, make good management decisions - Contributory Code regime, aiming that students can, in the future and in a professional environment, deal with labor cost issues essential for management. - All according to the objectives proposed for the CU and for the Management Course.
Main literature
Olavo Cunha, Paulo;Direito das Sociedades Comerciais, Almedina, 2022
Perestrelo de Oliveira, Ana;Lições e Casos de Direito das Sociedades, AAFDL, 2023
Supplementary Bibliography
Antunes, Engrácia;Direito da Contabilidade. Uma introdução., Almedina, 2018
Antunes, Engrácia;Direito das Sociedades, Ed Autor, 2017
Literature Notes
Obrigatória a consulta da seguinte legislação:
Código das Sociedades Comerciais Código Contributivo
Learning Methods
Expository method complemented by discussion papers to be present in the contact hours and appreciation of practical cases, immediately extracted from jurisprudence
Assessment Components
Avaliação distribuída com exame final
Assessment Components
Description
Type
Time (hours)
Conclusion Date
Attendance (estimated)
Lessons
45
Teste/Exame
4
Participação Presencial
3
Participação Presencial
12
Study
96
Total:
160
Continuous Assessment
2x Written tests (40% + 40%) 1x Group work submitted trough e-learning platform (20%)
Under the terms of the General Regulation:
a) The effective attendance of students in class will be recorded and, if the number of absences per student exceeds 30% of the total number of contact sessions for each course unit, will be automatically transferred to the final evaluation of the normal season; b) In the written tests and in the defined evaluation elements it is necessary to obtain a minimum grade of 7.5 points; c) If the student misses or achieves a grade lower than 7.5 points in the tests or evaluation elements referred to in the previous number, he / she will be automatically transferred to the final evaluation of the normal season; d) If the student misses or achieves a grade lower than 7.5 points in the second written test (held on the same date as the final written test of the normal season), he / she may require registration for evaluation at the time of appeal; e) All written academic work provided for in the assessment (reports, case studies, etc.) must be submitted to the Turnitin database, available on the ISAG E-Learning platform, with a similarity rate up to 30% acceptable.
Final Exam
Final Written Exam - 100%
Demonstration of the coherence between the teaching methodologies and the learning outcomes
Being the Introductory Curricular Unit and aiming to familiarize students with the basic legislation of the sector in which they will enter professionally (acquiring and operating basic concepts of Law and knowing the most important legal regimes) makes the expository method together with the resolution of practical cases that simulate the application of the norms studied.