Legal Framework of Commercial Companies and Illegal Societies

Unit 6: Commercial Companies

Concept of Commercial Companies

According to Manuel García Rendón, a commercial company is a group of persons (permanent or temporary, voluntary or mandatory) which is organized to provide goods or services for the realization of a common purpose, and to which the law confers or denies legal status.

Budget for its Establishment

• Human: Partners who act directly or through other entities.
• Heritage: Broad considerations regarding capital to be made.

Principles and Specific Notes

Specific notes for these societies include:

• Equality between partners.
• The rights of all members.
• Obligations of partners.

Social Contributions

The contributions of the members go toward building social capital.

Common Goal

The activity or set of activities that the partners intend for the society to undertake.

Classification of Societies

• Societies of People: They must act under a corporate name, formed with the names of all or several partners.
• Capital Firms: They fit a format suitable for structural funds and large companies.
• Joint Ventures: A format where both attributes are mixed.

Unit 7: Highlights of Commercial Companies

Company and Corporation

The term company means any corporation that is the owner of a business entity.

Legal Personality

Any corporation registered in the Public Registry of Commerce (PRC) has a legal personality distinct from its partners.

Legal Capacity

Corporations may exercise all the rights necessary for realizing the object of their institution.

Company Name Types

• Partnerships: Acting under a specific name.
• Incorporated Companies: Acting under a name.
• Mixed: Acting under one or the other.

Obligations and Rights of Partners

Obligations: Partners must make capital contributions to the society.

Rights of Members:

• Equity/Economic Rights: Dividends, liquidation fees, food (maintenance), compensation, amortization of partnership interests, and constructive interests.
• Extra-economic Rights: Deliberation and voting, preference rights, retirement, and financial controller roles.

Essential Terms

The essential terms include: name, nationality, and address of the members; purpose; name; duration; amount of social capital; and home office.

Unit 9: Illegal Societies

Concept of Illegal Societies

A society is considered unlawful if its purpose is illegal or when it engages in usually unlawful conduct.

Types of Unlawfulness

• Original: This arises when the unlawful conduct is part of the proper social order and involves unlawful acts from the start.
• Supervening: This occurs when a previously lawful act becomes illegal due to a supervening legal or administrative provision.