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94529 - CORPORATE LAW

Academic Year 2023/2024

                
                        Docente:
                        Federico Parmeggiani
                    
                        Credits:
                        6
                    
                        SSD:
                        IUS/04
                    
                        Language:
                        English
                    
                        Teaching Mode:
                        Traditional lectures
                        
                            Campus:
                            Bologna
                        
                            Corso:
                            Second cycle degree programme (LM) in
                            Applied Economics and Markets (cod. 5969)

                            Teaching resources on Virtuale
                        
                                    Course Timetable
                                
from Feb 12, 2024 to Mar 19, 2024

Learning outcomes

The course aims at providing the student with a key knowledge of Italian and European Union laws regulating the financing and exercise of firms on a small, medium and/or large scale through a dedicated legal entity, the company. At the end of the course the student is expected: - to become familiar with the legal structure, functioning and decision-making process of both private and public companies; - to understand the role of corporate and securities laws in the financing of the firm; - to become acquainted with the legal remedies aimed at reducing conflicts among the firm's managers, owners and other stakeholders to create value.

Course contents

Introduction to Corporate Law, types of companies, private and public companies.
EU company law.
Incorporation and formation of the initial capital.
Shares, securities and corporate financing.
Shareholders rights and minorities protection.
Corporate groups.
Management, Directors' liability and "Shareholders vs managers" conflict.
Corporate controls, accounting and auditors' liability.
Company dissolution and liquidation.
Extraordinary transactions and takeover regulation.
Regulation of listed companies.
Principles of Banking institutions.
EU regulation of SME.

Readings/Bibliography

Andrea Vicari, European Company Law, De Gruyter, 2021.
Kraakman - Armour - Davies - Enriques et al., The Anatomy of Corporate Law: A Comparative and Functional Approach, OUP, Oxford, 2017, chapters 1, 2, 3, 5, 7, 8.

Teaching methods

Traditional and remote lectures supported by specific presentations.

All the lectures will be held in English.

Proactive participation of the students is warmly welcomed.

Assessment methods

The final examination will consist in a test based on five open-ended questions concerning various topics within the course program.

Each answer would attribute from 0 up to 6 points.

An honorable mention (cum laude) may be awarded in case of an outstandingly rich and thorough analysis of the submitted issues.

Office hours

See the website of Federico Parmeggiani