B4129 - SEM COMPOSIZIONE NEGOZIATA DELLA CRISI

Learning outcomes

At the end of the seminar (activity strictly related to the objectives of the Degree Programme), students acquire specific skills and notions to understand the multidisciplinary dimension of the corporate crisis. The aim is to facilitate the acquisition of theories and skills useful for appreciating the advantages but also for reflecting on the problems of the new tools for corporate crisis management.

Course contents

Article 12 of the Italian Legislative Decree No 14/2019, containing the ‘Business Crisis and Insolvency Code’ (Codice della crisi di impresa e dell’insolvenza, ‘Code’), states that “1. The commercial and agricultural entrepreneur can request the appointment of an expert to the secretary general of the chamber of commerce, industry, handicrafts and agriculture in whose territorial area the registered office of the company is located, when he is in conditions of patrimonial or economic-financial imbalance that make the crisis or insolvency probable, and the recovery of the company is reasonably achievable. The appointment takes place in the manner referred to in article 13, paragraphs 6, 7 and 8. - 2. The expert facilitates the negotiations between the entrepreneur, the creditors and any other interested parties, in order to identify a solution for overcoming the conditions referred to in paragraph 1, also through the transfer of the company or branches thereof". Among those who can register in the list of experts (art. 13, paragraph 3) there are professionals registered for at least 5 years in the register of labor consultants, who document that they have contributed to the conclusion of approved debt restructuring agreements or agreements underlying certified plans in at least 3 cases or to have contributed to the presentation of approved compositions with going concern".

The seminar will be divided into two parts, theoretical and practical, of 6 hours each:

• the first module explores the main innovations introduced by the Code, then focusing attention on the regulation of the negotiated settlement of the crisis, the simplified composition with creditors and the procedure relating to protective and precautionary measures
• the second module explores the role and duties of the expert negotiator, in particular focusing on negotiation skills and techniques.

First module: THE REGULATORY-INSTITUTIONAL STRUCTURE OF THE NEW REGULATION OF THE BUSINESS CRISIS (Brunella Brunelli with Giulia De Castro)

• The new institution of the negotiated settlement of the crisis: genesis and purpose of the process

- The regulatory context of the crisis code; The general principles and definitions of the crisis Code

- The alternative between judicial liquidation and crisis regulation instruments

- The realization of the unitary procedure

- The new recovery negotiation measure.

• Tools for solving the crisis and the novelty of the simplified liquidation agreement

- The new "alert" in the declination of the organizational structures

- The conditions of admissibility of the simplified composition with creditors

- The preliminary review of the court on the conditions of admissibility of the application

- Proposal and simplified settlement plan: content and limits

- Correctness and good faith in the conduct of negotiations during the negotiated settlement.

• The role of the Court: protective and precautionary measures

- The phrase "protective measures"

- Protective and precautionary measures: definitions

- The protective and precautionary measures in the negotiated settlement

- The procedure

- The appeals.

Second module: THE NEGOTIATED COMPOSITION OF THE CRISIS. THE EXPERT NEGOTIATOR; ROLE, SKILLS AND TACTICS (Annalisa Atti with Donatella Pizzi and Federica Senerchia)

Introduction: the role of the expert in managing negotiations with interested parties.

A - Facilitation of communication and consensual settlement: the role of the expert and skills.

· communication in crisis

· the negotiation

· characteristics of the negotiator

· how to manage negotiations

· how to inspire trust and authority

· communication techniques in interviews

· active listening and empathy, paraphrasing, feedback

· analysis of strengths and weaknesses

exploration of each party's interests and study of options for an agreed recovery solution

Cognitive and relational distortions: how to avoid and overcome impasses (bias)

B - Preparation and identification of the parties abstractly interested

· The phase of individual contact: preparation of the interview and choice of modalities

· Identification of potentially interested subjects

· scheduling of meetings

· sharing the agenda with the parties

C -Simulation of a case: elaboration of the agenda, setting of single and/or group meetings, management of the negotiation.

Readings/Bibliography

The seminar assumes knowledge of the notions of entrepreneur (individual, commercial, agricultural), company, company, balance sheet, financial and economic situation, insolvency, learned in the "Company Law" course, which therefore stands as a logical antecedent of the seminar; as well as the notion of renegotiation of contracts, already covered in the "Private law" course. in this regard, brief summary sheets will be provided on Virtual before the start of the seminar.

The didactic material (writings, diagrams, other utilities) will be provided through Virtual Learning Environment. Registration for the seminar on the specific site Virtual.unibo.it is therefore necessary and mandatory.

Pease note: registrations on Virtual will be open up to one week after the start of lessons. After this deadline it will NOT be possible to register for the seminar.

Teaching methods

The program of the first module will be carried out through lectures, structured in such a way as to stimulate interaction with students, encouraging them to answer questions and ask them, above all in order to verify the level of understanding of the topics covered.

The program of the second module will be carried out with laboratory-type frontal lessons, in which the participation and involvement of the interested parties are necessary for learning and developing negotiation skills.

For the highly interactive teaching method chosen, attendance is strongly recommended.

Assessment methods

As mentioned above, seminar attendance is strongly recommended. Working students are invited to agree with the teachers on alternative ways of accruing attendance.

The verification of learning will take place at the end of the lessons and will consist of a brief simulation of a practical case, and a couple of oral questions on the theoretical part (arguments of the first module).

The final result is the pass/fail assessment.

Teaching tools

Students who, for reasons dependent on disabilities or specific learning disorders (DSA), need compensatory tools, will be able to communicate their needs to the teacher in order to be directed to the contact persons and agree on the adoption of the most appropriate measures. First consult the website www.studentidisabili.unibo.it

Office hours

See the website of Brunella Brunelli

See the website of Annalisa Atti