Universidad Pública de Navarra - Nafarroako Univertsitate Publikoa
Public University of Navarre
| Course code: 176205 | Subject title: BUSINESS LAW | ||||
| Credits: 6 | Type of subject: Mandatory | Year: 1 | Period: 2º S | ||
| Department: Derecho | |||||
| Lecturers: | |||||
| PABLO-ROMERO GIL-DELGADO, M. CONCEPCION (Resp) [Mentoring ] | IRIBARREN GASCA, SANTIAGO [Mentoring ] | ||||
Contents
Contents are divided into 5 units:
- Historical background and legal sources of Business Law.
- The organization of the business
- Competition Law and Industrial property rights
- Company Law
- Bankruptcy and the Law of Insolvency
General proficiencies
The general proficiencies to be acquired by the student are:
- Ability to analyze and summarize
- Critical thinking ability
- Independent learning ability
Specific proficiencies
The specific proficiencies to be acquired by the student are:
- To understand and contextualize the legal system of private enterprises.
- To understand the different possibilities and various aspects of the business organization.
- To understand the legal situation of the economic crisis of the enterprises.
Learning outcomes
Students should be able to:
- Describe the legal system of private enterprises and business organizations.
- Describe the legal definitions and meaning of the different business concepts such as entrepreneur, his agents, the legal framework of accountancy and mercantile register, antitrust and unfair competition, different types of companies, especially capital companies (sociedades anónimas y limitadas).
- Explain the basis of business legal concepts and their main characteristics and give examples to show their understanding of the main problems and illustrate their meaning.
- Explain the functioning of companies and the main characteristics of formation, capital, governing bodies, amendment of bylaws and dissolution.
- Describe and explain the principal ideas on insolvency law.
- Understand and resolve elementary practical problems and show the necessary abilities in the use of the main EC and Spanish legislation.
Methodology
| Methodology | Number of hours for lectures | Number of hours for personal work |
| A-1 Lectures | 45 | |
| A-2 Practical activity in the class | 15 | 25 |
| A-3 Discussion and debate, seminars, tutorial in groups | 10 | |
| A-4 Preparation of paper and presentations | ||
| A-5 Reading legal materials | ||
| A-6 Personal study | 50 | |
| A-7 Exams, evaluation tests | 03 | |
| A-8 Personal tutorials | 02 | |
| Total | 75 | 75 |
Languages
English. Spanish will lbe used when neccessary, specially for the study of the legislation
Evaluation
| Learning outcome | Assessment activity | Weight (%) | It allows test resit | Minimum required grade |
| R07 | Active participation in lectures, debates and discussion | 10% | No | |
| R07 | Individual resolution of cases showing the students ability to contextualize and apply and the legislation on different topics of the subject | 30% | Yes, by written exam | |
| R07 | Final exam | 40% | Yes, by written exam | Minimum mark 4/10 each |
| R07 | Final essay on a chosen question from a proposed list by the professor at the beginning of the course | 20% | No |
Agenda
UNIT I. HISTORICAL BACKGROUND, CHARACTERISTICS AND LEGAL SOURCES OF BUSINESS LAW
LESSON 1: Business Law and legal sources.
UNIT II. THE BUSINESS ORGANIZATION
LESSON 2: The business, the subject. Types of business organization; The sole trader. Agents
LESSON 3: Mercantile Registry; the duty of accountancy
UNIT III. INDUSTRIAL PROPERTY AND COMPETITTION LAW
LESSON 4: Industrial Property Rights Competition Law. Unfair Practices in Competion
UNIT IV. COMPANY LAW
LESSON 5: On companies.
LESSON 6: Partnerships
LESSON 7: Corporation Enterprises. SA-SRL. Formation of the Company. Sole member company
LESSON 8: Corporation Enterprises.SA-SRL. Capital and Contributions
LESSON 9: Corporation Enterprises. SA-SRL. Shares. Stakes
LESSON 10: Corporation Enterprises. SA-SRL. Governing Bodies: General Meeting
LESSON 11: Corporation Enterprises. SA-SRL. Governing Bodies: Directors
LESSON 12: Corporation Enterprises. SA-SR. Final Accounts. Amendments to the by-laws.
LESSON 13: Corporation Enterprises. Partner or shareholder exit and exclusion. Dissolution of the company.
LESSON 14: Corporation Enterprises. Structural changes in trading companies. Special types of companies. Groups of companies
UNIT V. INSOLVENCY
LESSON 15: Insolvency Proceedings
Bibliography
Access the bibliography that your professor has requested from the Library.
Text book: There is no text book for the Spanish legal system in English adapted to this specific subject area. Students will find my Notes on Spanish Business Law divided in the 15 lessons above mentioned in MiAulario.
Complentary bibliography
Handbook of Spanish Business Law, F. Muñoz Péres, A. Serrano Acitores, J.Martinez Rosado; Tecnos 2018 (2nd edition)
In Spanish: De la CUESTA RUTE, Derecho Mercantil para grados no jurídicos. Ed. Huygens, 4ª ed. 2015.
Legislation: Students must also use the corresponding legal texts, translated into English, that can be found in the page of Ministerio de Justicia
http://www.mjusticia.gob.es/cs/Satellite/Portal/es/servicios-ciudadano/documentacion- publicaciones/publicaciones/traducciones-derecho-espanol
-Código de comercio (Code of Commerce): arts. 1 to 49; 116 to 150; 218 to 302.
-Ley de Defensa de la Competencia (Competition Act)
-Ley de Competencia Desleal (Unfair Competition Act)
-Ley de Sociedades de Capital (Corporate Enterprises Act)
-Ley de Modificaciones Estructurales de Sociedades Mercantiles
-Ley Concursal (Insolvency Act)
Web pages:
- For general ideas on Spanish business http://www.investinspain.org/invest/es/index.html http://europa.eu/youreurope/business/index_en.htm
- For Spanish legislation
- http://noticias.juridicas.com/
- http://www.aranzadidigital.es/maf/app/authentication/ip (Access through the library in campus or outside campus)