Responsabilidade civil dos administradores das sociedades comerciais
: enquadramento legal e soluções de protecção dos administradores

  • Carlos Eduardo Campos Pereira (Student)

Student thesis: Master's Thesis


This dissertation will focus on the civil liability of the administrator of commercial companies, in its connection with the legal framework and protection solutions. It will be proposed within the scope of this investigation, an approach to the framework of the administrator in the context of the commercial company, as well as the duties assigned to administrators and an analysis of the civil liability regime of administrators and its assumptions. Thus, within the civil liability of administrators, some issues deserve reflection, such as the pertinence and validity of the clauses for the exclusion of civil liability, as well as the function and framing of the duty of guarantee as an institute and an exceptional guarantee, which is legally imputed to the administrator in certain circumstances. However, the central part of this work concerns how the insurance market can present itself as an alternative or complementary solution to the mechanisms provided for in the Commercial Companies Code, as well as reinforcing the standards of protection against the risk triggered by an action by the administrator. likely to cause harm to third parties. An assessment of the surety insurance, D&O Insurance, and civil liability insurance of directors in Portugal within the framework of their relationship with the insurance function is mentioned in paragraph 2 of article 396 of the Commercial Companies Code. To achieve the objective of the dissertation, it was necessary to read, carefully and meticulously, documents and books that addressed the topic under analysis.
Date of Award16 Sept 2022
Original languagePortuguese
Awarding Institution
  • Universidade Católica Portuguesa
SupervisorMaria de Fátima Ribeiro (Supervisor)


  • Administrators
  • Duty of care
  • Business judgement rule
  • Duty of loyalty
  • Civil liability
  • Caution insurance
  • Surety bond
  • D&O insurance


  • Mestrado em Direito

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