Commercial and Industrial Property Law

Fundamental notions of law

Theoretical-practical methodology: initial theoretical exposition (legal/doctrinal/jurisprudential) of each topic; complementary practical framework, with active participation of students

Exposition of jurisprudential cases/practical hypotheses, to consolidate the theoretical knowledge taught.

Law regulates all areas of society, namely business activity. With the discipline of Commercial Law and Industrial Property, it is intended to provide students with crucial legal knowledge and skills within the scope of their training in Commerce and International Relations, enabling them to practice their future professional activity in accordance with legal norms. .

To this end, the student must master the fundamental concepts inherent in legal matters that relate to business reality, as well as the respective legal regime and know the main doctrinal and jurisprudential issues that arise in an economic and social area in permanent transformation.

Therefore, the student must rigorously distinguish the various legal institutes that, as a whole, make up this branch of Law, easily identifying the legislation applicable to each concrete situation in a context of great normative dispersion.

INTRODUCTION

Notion of Commercial Law – Commercial Law as the “special private right of commerce.
The historical evolution of Commercial Law.
Commerce in the economic or strict sense and commerce in the legal-positive or broad sense.
Delimitation of the object and scope of Commercial Law (subjective and objective theses; the company as a core element of Commercial Law).
Interpretation and integration of gaps in Commercial Law.
The applicable sources of law in Commercial Law.

CHAPTER I – ACTS OF COMMERCE

Generalities: notion; legal-commercial facts and acts of commerce; commercial acts and activities.
Objective and subjective acts of commerce.
Article 2 of the Commercial Code: a. Interpretation of the 1st part; B. Meaning of article 230 of the Commercial Code; ç. Qualification by analogy.
Subjective commercial acts.
Other Classifications: a. Absolute acts and accessory acts or by connection; B. Substantially commercial acts and formally commercial acts; ç. Causal acts and abstract acts; d. Bilaterally commercial or pure acts and unilaterally commercial or mixed acts.

CHAPTER II – TRADERS

Notion of merchant and its importance
Individual traders.
Scope of article 13/1 of the Commercial Code.
Incompatibilities and impediments
Distinction of traders from other professional categories. 5.1. The farmers; 5.2. The artisans; 5.3. Liberal professionals.
Doubtful situations regarding the quality of trader
Requirements for access to merchant quality: 7.1. The legal personality; 7.2. commercial capacity; 7.3. The professional exercise of trade.
Special obligations of merchants: 8.1. The firm; 8.2. Commercial bookkeeping; 8.3. Balance sheet and accountability. 8.4. Business Registration.
Liability of spouses’ property for commercial debts: A. Liability of both spouses for debts contracted, in the exercise of commerce, by one of them without the consent of the other; B. Trader Spouse’s Sole Responsibility for Business Debts.

CHAPTER III – THE COMPANIES

The company.
Classification of companies.
The commercial establishment (CE): 3.1. Concept (EC as the company in the objective sense). 3.2. CE elements: A. Corporeal elements; B. Intangible elements; C. The clientele; D. The trim (as an element or quality of the EC).
Legal nature of EC: several theories.
The Individual Limited Liability Establishment.
Rights and legal relationships regarding the EC: 6.1. Leasehold and its regime regarding: A. the leased property; B. employment contracts; C. to debts; D. the non-compete obligation. 6.2. The Assignment of Exploitation.

CHAPTER IV – COMMERCIAL COMPANIES

Concept (arts 1º/2 CSC and 980º CC).

Essential elements: A. Personnel – plurality of partners (reference to sole proprietorships). B. Patrimonial – obligation to contribute goods or services. C. Finalistic (immediate purpose or object) – social activity. D. Theological (mediate end or stricto sensu end): the lucrative end.

Commercial object.

Commercial form.

General characterization of the corporate types provided for in the CSC.

Incorporation of companies, share capital, reserves, registration, firms, capacity, organization

Duties and responsibilities of the management and supervisory bodies;

Good Corporate Governance – concept and legislative bases (national and international perspective)

CHAPTER V – INDUSTRIAL PROPERTY AND COMPETITION

Industrial property and protection of the company’s distinctive signs
Patents: 2.1. Patent object; 2.2. Patent categories; 2.3. Patentability requirements; Inventive activity; 2.4. Invention protection routes: A. National; B. European; C. International; 2.5. Limits of protection; 2.6. Extinction
Trademarks: 3.1. Concept; 3.2. Functions; 3.3. Brand types; 3.4. Prestigious brands; 3.5. Extinction and expiry; 3.6. Nullity and voidability of registration; 3.7. Other industrial property rights: A. Utility models; B. Logos; C. Denominations of origin and geographical indications.
Unfair competition; 4.1. Origin and evolution of the institute; 4.2. Typical unfair act of competition: requirements and characteristics; 4.3. Unusual disloyal acts; 4.4. Unlawful violation of trade secrets

NAO

• Emerson, Robert W. Business Law, Barron’s Educational Series Inc.U.S., 2015