Garantias prestadas por sociedades comerciais a obrigações de sociedades coligadas

Mestrado em Ciências Jurídicas empresariais

Quidgest internationalization strategic plan to Brazil

A Work Project, presented as part of the requirements for the Award of a Masters Degree in Management from the NOVA – School of Business and Economics

Acquisition of Horizon Wind Energy by EdP

A Work Project, presented as part of the requirements for the Award of a Masters Degree in Finance from the NOVA – School of Business and Economics

Mota-Engil: A solution to turnover its negative stock market performance

A Work Project, presented as part of the requirements for the Award of a Masters Degree in Finance from the NOVA – School of Business and Economics

TIMWE: IPO go or no go?

A Work Project, presented as part of the requirements for the Award of a Masters Degree in Finance from the NOVA – School of Business and Economics

Seat in China

Currently, China has the biggest automobile industry in the world. China’s economic situation helped the automobile market, as the internal demand of passenger cars increased substantially in the last years. Chinese automobile industry’s astonishing expansion over the past years has attracted many foreign automobile groups. SEAT decided to enter the Chinese market, following its expansion strategy to enter new markets. The purpose of this study is to analyse and understand the strategic entry of SEAT in the Chinese market, hence the choice of an explanatory case study (Yin, 2003). This study extends this analysis by examining the chines automobile market, more specifically the demand, the market segmentation and the intensity of competition, reviewing the SEAT company history, their competitive positioning and resources. I conclude that, although the Chinese market has growing potential, SEAT has failed to achieve its initial objective. The company has not been able to create a brand awareness in the Chinese market, unlike other foreign brands that have managed to accomplish that. This occurred, mostly, because of the high prices in comparison to its competitors due to additional import cost, such as import duties, transportation and distribution.

A responsabilidade da sociedade diretora com os credores da sociedade subordinada

The scope of the present study encompasses the liability of the directing company for the obligations of the subordinated company. Whereas the concept of directing company is comprised in the broader context of groups of companies and, consequently, in the comprehensive framework of the relationships established among such entities, this study starts by defining the notion of groups of companies, distinguishing it from related figures. It, then, moves on to analyse the legal regime applicable to groups of companies in some legal systems deemed significant, notably the American, European and German systems. Finally, this paper scrutinizes the provisions of article 501 of the Portuguese Companies Code (“Códigodas Sociedades Comerciais”), in particular its systematics and peculiarities, so as to ascertain which is the liability scheme 2 applicable to the directing or dominant company for the obligations of the subordinates or dominated company. Pursuant to no. 1 of article 501of the CSC, the directing company’s liability for such obligations exists provided these commitments are born before, during and until such time the subordination contract is terminated. The liability of the directing or dominant company for the debts of the subordinated or dominated company ceases as of the moment when the relationship between those two entities no longer exists, with immediate effect.

O direito de exoneração do acionista minoritário

This study specifically addresses the situation of minority shareholders after the transfer of control in an listed company. The various underlying interests and reasons that shareholders have for investing in a company can demonstrate shareholders’ reasoning for taking radically different positions on issues relating to the transfer of control of the referred company. This study analyses the current legal system in Portugal and in the European Union in order to assess whether, in the event of a takeover bid of a listed company where there is a transfer of control, minority shareholders have the same appraisal rights as other shareholders to sell their shares and leave the company. The study then examines the European Court of Justice decision on whether a general principle of equal treatment of minority shareholders exists upon a transfer of control (Audiolux) and the Portuguese Securities Market Commission decision regarding the delisting of Brisa - Autoestradas de Portugal, S.A. based on the principle of investor protection. The study concludes that although the principle of equality amongst shareholders has made progress in the European legal system e.g. it is laid down in Directive 2004/25/EC of 21 April 2004 on takeover bids and the Portuguese Securities Market Code, there is also a need for further improvement, which can be accomplished by allowing minority shareholders to exercise an appraisal right in similar unregulated situations.

Vila Galé: International expansion to Mozambique

The purpose of this project is to understand the outcomes of the implementation of 4 star city hotel from the Vila Galé brand in Maputo, Mozambique, and the conditions under which such project would be financially worthy. Both the tourism market in Mozambique and the Vila Galé Hotels company were studied, aligned with a projection of the operational results. The conclusions allow to infer that this is a project aligned with the overall company strategy and that the sector’s growth prospects in Mozambique would allow to achieve positive results that encourage Vila Galé to invest.

Characterization of earth-based mortars for rammed earth repair

All over the world, many earth buildings are deteriorating due to lack of maintenance and repair. Repairs on rammed earth walls are mainly done with mortars, by rendering application; however, often the repair is inadequate, resorting to the use of incompatible materials, including cement-based mortars. It has been observed that such interventions, in walls that until that day only had presented natural ageing issues, created new problems, much more dangerous for the building than the previous ones, causing serious deficiencies in this type of construction. One of the problems is that the detachment of the new cement-based mortar rendering only occurs after some time but, until that occurrence, degradations develop in the wall itself. When the render detaches, instead of needing only a new render, the surface has to be repaired in depth, with a repair mortar. Consequently, it has been stablished that the renders, and particularly repair mortars, should have physical, mechanical and chemical properties similar to those of the rammed earth walls. This article intends to contribute to a better knowledge of earth-based mortars used to repair the surface of rammed earth walls. The studied mortars are based on four types of earth: three of them were collected from non-deteriorated parts of walls of unstabilized rammed earth buildings located in Alentejo region, south of Portugal; the fourth is a commercial earth, consisting mainly of clay. Other components were also used, particularly: sand to control shrinkage; binders stabilizers such as dry hydrated air-lime, natural hydraulic lime, Portland cement and natural cement; as well as natural vegetal fibers (hemp fibers). The experimental analysis of the mortars in the fresh state consisted in determining the consistency by flow table and the bulk density. In the hardened state, the tests made it possible to evaluate the following properties: linear and volumetric shrinkage; capillary water absorption; drying capacity; dynamic modulus of elasticity; flexural and compressive strength.

BRISA’S takeover offer

This project is composed by a Case Study regarding Tagus’ takeover offer for Brisa. The case study describes each player involved in the operation: the target company – Brisa, the acquirers – José de Mello and Arcus; as well as the circumstances surrounding the takeover, with a description of the takeover itself and the conflict between the acquirers and Abertis. Associated to the case, there is a group of six question and their respective answers, regarding the motive of the takeover, the price per share, what should be the positions of Brisa’s shareholders regarding the takeover and the reason Brisa’s share price declined after the success of the operation.

O direito de exoneração do acionista minoritário

This study specifically addresses the situation of minority shareholders after the transfer of control in an listed company. The various underlying interests and reasons that shareholders have for investing in a company can demonstrate shareholders’ reasoning for taking radically different positions on issues relating to the transfer of control of the referred company. This study analyses the current legal system in Portugal and in the European Union in order to assess whether, in the event of a takeover bid of a listed company where there is a transfer of control, minority shareholders have the same appraisal rights as other shareholders to sell their shares and leave the company. The study then examines the European Court of Justice decision on whether a general principle of equal treatment of minority shareholders exists upon a transfer of control (Audiolux) and the Portuguese Securities Market Commission decision regarding the delisting of Brisa - Autoestradas de Portugal, S.A. based on the principle of investor protection. The study concludes that although the principle of equality amongst shareholders has made progress in the European legal system e.g. it is laid down in Directive 2004/25/EC of 21 April 2004 on takeover bids and the Portuguese Securities Market Code, there is also a need for further improvement, which can be accomplished by allowing minority shareholders to exercise an appraisal right in similar unregulated situations.

Santini ice creams: Co-Owning a tradition

The case studies the potential partnership between a small family business, rich in tradition, that sells ice cream in the Lisbon area and a recognized Portuguese family who runs a multinational business. The aim of this study is to address students to analyze the evolution of the small company by using the Agency and Resource-Based Theories and to outline a potentially successful co-ownership structure if the agreement were to take place. The particularity of the case regards considering and identifying the main Family Business issues to keep in mind when dealing with these types of firms.

A new credit monitoring framework for agents' networks

The purpose of this work is to develop a practicable approach for Telecom firms to manage the credit risk exposition to their commercial agents’ network. Particularly it will try to approach the problem of credit concession to clients’ from a corporation perspective and explore the particular scenario of agents that are part of the commercial chain of the corporation and therefore are not end-users. The agents’ network that served as a model for the presented study is composed by companies that, at the same time, are both clients and suppliers of the Telecommunication Company. In that sense the credit exposition analysis must took into consideration all financial fluxes, both inbound and outbound. The current strain on the Financial Sector in Portugal, and other peripheral European economies, combined with the high leverage situation of most companies, generates an environment prone to credit default risk. Due to these circumstances managing credit risk exposure is becoming increasingly a critical function for every company Financial Department. The approach designed in the current study combined two traditional risk monitoring tools: credit risk scoring and credit limitation policies. The objective was to design a new credit monitoring framework that is more flexible, uses both external and internal relationship history to assess risk and takes into consideration commercial objectives inside the agents’ network. Although not explored at length, the blueprint of a Credit Governance model was created for implementing the new credit monitoring framework inside the telecom firm. The Telecom Company that served as a model for the present work decided to implement the new Credit Monitoring framework after this was presented to its Executive Commission.