Legal Foundations: Rights, Duties, and Business Entities
The Legal Relationship
A legal relationship is a connection of legal content between two individuals or entities. The relationship between legal persons shall be governed by law. In all legal relationships, there are subjects (people or firms) linked by a bond arising from an obligation for one party and a right for the other. There will be an active subject (the one with a right to something) and a passive subject or obligor (the one who is required to do something).
Subjective Rights
Subjective rights represent the authority or power of an individual to defend their interests. The law grants a specific period to exercise a subjective right, and if not exercised within this period, it is lost.
Acquisition of Subjective Rights
Subjective rights can be acquired in two ways:
- Original Form: When dealing with something directly (e.g., finding an object).
- Derivative Form: When the right is acquired from another person (e.g., buying property).
Prescription
Prescription refers to the acquisition or loss of rights due to the lapse of time. It encompasses:
- Acquisitive Prescription (Usucaption): The acquisition of a right through continuous possession over time.
- Extinctive Prescription (Statute of Limitations): The loss of a right due to its non-exercise over time.
Types of Subjective Rights
Subjective rights are categorized based on various criteria:
According to their Content:
- Personal Rights: These define the socio-political status of an individual and ensure interests that are not susceptible to economic valuation.
- Heritage Rights (Economic Rights): These are rights that can be valued economically and grant the person economic powers to achieve their objectives. There are two main types:
- Real Rights (Derechos Reales)
- Credit Rights (Derechos de Crédito)
According to their Effect:
- Absolute Rights: These can be exercised against everyone (erga omnes).
- Relative Rights: These can only be exercised against specific individuals.
According to their Existence:
- Principal Rights
- Accessory Rights
The Legal Duty
A legal duty is an action or omission imposed on individuals in relation to a legal right. The existence of subjective rights inherently involves corresponding duties. These duties can derive from the law or be assumed voluntarily.
Integrating Concepts and Elements of a Company
A company is an organization of production factors (capital and labor) aimed at providing goods or services to the market for profit. It is crucial to distinguish between the activity of the entrepreneur and the means through which the entrepreneur operates.
These means can be categorized as:
- Real Elements: Include movable and immovable assets, rights, or joint economic relations that are neither real nor personal rights.
- Personal Elements: Comprise workers and collaborators (who can be interdependent or subordinate).
The Business Register and its Importance
The Business Register is an administrative institution, typically under the Ministry of Justice, responsible for the registration of individuals, assets, or events related to commercial activities. It serves as a crucial public advertising mechanism.
Functions of the Business Register:
- Voluntary registration of individual entrepreneurs and mandatory registration of companies.
- Legalization of business books.
- Centralization and publication of information concerning entrepreneurs and businesses.
Industrial Property and Intellectual Property
Industrial property is acquired by the inventor or discoverer through the creation of any industry-related invention. It is distinguished from intellectual property by its direct industrial application.
The Brand
A brand can be defined as any sign capable of graphic representation that serves to distinguish the goods or services of one company from another in the market. The primary purpose of a brand is to help customers identify specific goods and supplies, ensuring they are not confused with those from other sources. Brands, like patents, can be publicly registered.
A brand possesses significant economic value and can even be the subject of real rights. It can be transmitted, bought, sold, mortgaged, or subjected to a lien.
The trade name is a sign capable of graphic representation that identifies a company in the commercial process and distinguishes it from other companies engaged in the same or similar activities.
The Patent
A patent is a title issued by the state that grants the concessionaire or its owner an exclusive right to enjoy an invention with industrial application for a non-extendable period of 20 years.
Requirements for a Patent:
- The invention must be new.
- It must be industrially applicable.
The right to the patent belongs to the inventor and their heirs. However, inventions made by an employee in the course of their employment generally belong to the employer.