This course focuses on corporate law.
European company law in particular will be considered, but attention will also be paid to the Italian company law system.

A. CONTENTS
The general defiinition of 'company'. Partnerships and corporations. The organisation of assets and liability
for corporate obligations. The single-member company. The corporate group. The 'purpose' of companies. The profit-making company; the cooperative society; the consortium; the EEIG.

The notion of share capital and the rules for its formation and conservation.

The corporate organisation of capital companies: the systems of administration and control.

The legal bases and the process of harmonisation of company law in Europe. The right of establishment of companies and cross-border extraordinary transactions.

Listed companies and  takeover regulation. The financing of innovative start-ups: venture capital; SPACs

Corporate Law and Sustainability: the proposal for a Directive on corporate sustainability due diligence; the EU Directive on Corporate Sustainability Reporting

Corporate Insolvency and Reorganization Law

B. GOALS

Through the analysis of the European legal system related to economic initiatives, the course aims to offer students a complete knowledge of European legislation relating to business and company law so that the student can acquire the appropriate skills to identify and solve problems related to business activity and, specifically, to companies, with regard to their operations in the context of the single market.
The expected training objectives therefore provide the student with a solid knowledge of the legal profiles of how firms operate, in relation to professional outlets that involve the assumption of operational or advisory responsibilities.

C. TEXTBOOKS AND OTHER STUDYING MATERIALS

Nicola De Luca, European Company Law, Cambridge University Press, 2nd. ed.,  2021

OR

Andrea Vicari, European Company Law, De Gruyter, 2021

AND

Andrea Sacco Ginevri, Commentaries and cases on italian business law, 2nd ed., Wolters Kluwer, 2021

Additional materials will be made available during the course in this Moodle space

D. EXAMINATION AND MID-TERMS

The final examination is oral. It covers the main course content and is aimed at ascertaining knowledge of the topics and acquisition of the skills described above.

During the course, four intermediate tests covering 80% of the assessment will be conducted.
The in itinere tests may consist of:
-  analysis of case law
- a written test
- an oral presentation in  classroom
- a research paper on a topic assigned by the lecturer