Title VII · Criminal provisions

Article 523 Breach of the duty to convene, or to request the convening of, the general meeting in the event of serious loss of share capital

Artigo 523.º · Violação do dever de convocar ou requerer a convocação da assembleia geral em caso de perda grave do capital social

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

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A manager or director of a company who, finding from the annual accounts that half of the share capital has been lost, fails to comply with Article 35 is punishable by imprisonment for up to 1 year or a fine.

O gerente ou administrador de sociedade que, verificando pelas contas de exercício estar perdida metade do capital, não der cumprimento ao disposto no artigo 35.º é punido com pena de prisão até 1 ano ou com pena de multa.

What we checked in this article

The trigger (loss of half of the share capital as shown by the annual accounts), the cross-reference to Article 35 and the penalty of imprisonment for up to 1 year or a fine 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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