Chapter VI · Management, supervision and company secretary · Section V · General and supervisory board

Article 438 Replacement

Artigo 438.º · Substituição

Código das Sociedades Comerciais · Decree-Law No. 262/86 · consolidated text checked 26 October 2026

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1. In the event of the permanent absence of a member of the general and supervisory board, an alternate member must be called upon, in the order in which the alternates appear on the list submitted to the shareholders’ general meeting.

1 - Na falta definitiva de um membro do conselho geral e de supervisão, deve ser chamado um suplente, conforme a ordem por que figurem na lista submetida à assembleia geral dos accionistas.

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2. If there are no alternate members, the replacement is made by election by the general meeting.

2 - Não havendo suplentes, a substituição efectua-se por eleição da assembleia geral.

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3. Replacements made under the preceding paragraphs last until the end of the term for which the general and supervisory board was elected.

3 - As substituições efectuadas nos termos dos números antecedentes duram até ao fim do período para o qual o conselho geral e de supervisão foi eleito.

What we checked in this article

The order of alternates as on the list submitted to the general meeting, election by the general meeting where there are no alternates, and the duration of replacements until the end of the board's term are retained.

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Unofficial English translation prepared by BCA Portugal for reference. Only the Portuguese text published in the Diário da República has legal force. Editorial notes are ours and are not part of the statute.

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