esade

Business Law (2225.YR.002274.2)

General information

Type:

 BAS

Curs:

 1

Period:

 S semester

ECTS Credits:

 6 ECTS

Teaching Staff:

Group Teacher Department Language
Year 1 Ignasi Fernández de Senespleda Derecho CAT, ENG, ESP

Workload distribution

Workload distribution:
Lectures: 40 hours
Participatory sessions: 10 hours
Asynchronous activities: 10 hours
Independent study: 90 hours

COURSE CONTRIBUTION TO PROGRAM

Through this course, participants will acquire knowledge regarding:
- The legal structure necessary to carry out business activity.
- The most basic and representative legal limits to be considered when starting or carrying out business.

Course Learning Objectives

Upon completing this course, students will have acquired the competencies needed to make decisions regarding legal questions in the business realm. They will also develop the basic criteria to understand assess advice from and actions taken by legal professionals.

CONTENT

1. The Law, regulations and legal structure

- The concept of Law.
- Legal norms and types.
- Legal structure.
- National and supranational legislation. EU Law.

2. Mercantile Law and the legal status of entrepreneurs

- Mercantile Law: Concept and system of sources.
- The business and entrepreneur concepts.
- Legal status of entrepreneurs.
- Types of entrepreneurs.
- Individual entrepreneurs.

3. Entrepreneurs

- Partnerships and corporations.
- The legal personality of mercantile companies.
- Basic types of mercantile companies

4. Corporations: Their founding

- General considerations.
- Memorandum of constitution. Statutes.
- Share distribution.
- Assets, equity and reserves.
- Shares and equity ownership

5. Corporations: Governing bodies

- Governing bodies in corporations.
- General assembly of shareholders. Concept and competencies. Types.
- Administrative body. Concept and functions. Organisational types.

6. Corporations: Modifying statutes

- Modifying statutes: General requirements.
- Capital increases. Types. Pre-emptive rights.
- Capital reductions. Types. Protection of creditors.

7. Corporations: Structural modifications and dissolution

- Structural modifications. General procedure.
- Mergers. Types. Procedure. Exchange ratio.
- De-mergers/spin-offs. Types and effects.
- Dissolution, settlement and termination.

8. Distinctive signs and industrial creations

- Intellectual property: introduction.
- Protection of on distinctive signs.
- Trade and brand names. Concepts and functions. Types. Prohibitions.
- Protection of industrial creations.
- Patents. Concept and fundamental requirements. Protection of exclusive rights.

9. Protection of free competition and the prohibition of unfair competition

- Protection of free competition: guiding principle.
- Defence of competition: collusive acts and abuse of dominant position.
- Economic concentration operations.
- Public grants and subsidies. Regulators. Sanctions.
- Unfair competition: concept and delimitation.

10. General theory on obligations and contracts. Purchase/sale of goods/services

- General theory on obligations and contracts.
- Mercantile obligations and contracts.
- Purchase/sale contracts.

11. Agency and distribution contracts/agreements

- Agency contract.
- Distribution/concession contract.
- Franchise contract.

12. Bank contracts

- Conceptual delimitation. Traits and elements.
- Bank accounts.
- Liability-related contracts.
- Asset-related contracts.

13. Payment methods

- Introduction.
- Bills of exchange.
- Promissory notes and cheques.
- Bank transfers and credit cards.

Relation between Activities and Contents

1 2 3 4 5 6 7 8 9 10 11 12 13
Practical case studies                          
Exam                          
Independent study, dynamic reflection and participation                          

ASSESSMENT

ASSESSMENT BREAKDOWN

Description %
Practical case studies 20
Exam 70
Independent study, dynamic reflection and participation 10

Assessment criteria

Exams: Students' knowledge of the set topics will be assessed through a final exam which will include questions on each of the different course sections. Students' marks on the final exam represent 70% of their final marks for the subject. There will also be a mid-term exam on the concept seen up until that point. If students pass the latter, their marks on the mid-term and final exams will be averaged. If students do not pass the mid-term exam, the final exam will cover all the topics addressed in this subject.

Practical case studies: Assessment will be based partly on the marks obtained on four case study analyses carried out during the course. Students' mean marks on these case studies represent 20% of their final marks for the subject.

Dynamic reflection and participation: Students' contributions in class will be taken into account. Their mean marks on this dynamic reflection and participation component represent 10% of their final marks for the subject.

Students need to earn a minimum mean mark of 5 (out of 10) on the final exam and practical case study component to be able to average in their marks on the dynamic-reflection/participation component.

Bibliography

Short bibliography:
Adell Martínez, Jordi. Manual de derecho mercantil para la dirección empresarial. Wolters Kluwer 2021
Muñoz Pérez, Ana F. et al. Handbook of Spanish Business Law. Ed. Tecnos 2018 (for English-language sections)

Complementary bibliography:
Sánchez Calero, Fernando. Principios de Derecho Mercantil. Thomson Aranzadi.

Timetable and sections

Group Teacher Department
Year 1 Ignasi Fernández de Senespleda Derecho

Timetable Year 1

From 2022/9/9 to 2022/10/28:
Each Friday from 17:30 to 20:00. (Except: 2022/10/21)
Each Tuesday from 14:45 to 17:15. (Except: 2022/10/18 and 2022/10/25)

Tuesday2022/10/18:
From 9:45 to 12:30.
From 9:45 to 12:00.

From 2022/11/8 to 2022/12/2:
Each Friday from 17:30 to 20:00. (Except: 2022/11/25)
Each Tuesday from 14:45 to 17:15.

Thursday2022/12/22:
From 14:45 to 17:30.
From 14:45 to 17:00.