Francesca ATTANASIO | Commercial Law

cod. 0212400025

COMMERCIAL LAW

	0212400025
	DEPARTMENT OF ECONOMICS AND STATISTICS
	EQF6
	ECONOMICS
	2023/2024

CURRICULUM FIRMS AND MARKETS Cohort 2021/2022

	YEAR OF COURSE 3
	YEAR OF DIDACTIC SYSTEM 2016
	SPRING SEMESTER

TEACHING UNITS

	SSD	CFU	HOURS	ACTIVITY	TYPE OF ACTIVITY
	IUS/04	10	60	LESSONS	SUPPLEMENTARY COMPULSORY SUBJECTS

	Objectives
	KNOWLEDGE AND UNDERSTANDING STUDENTS WILL DEVELOP AN ABILITY OF USE AWARE OF THE TECHNICAL ERMENEUTICS AND OF CRITICAL ANALYSIS OF THE DISCIPLINE OF THE COMMERCIAL RIGHT, IN THEIR DIFFERENT ARTICULATIONS. IN SUCH WAY THEY WILL ACQUIRE SUITABLE CONCEPTUAL TOOLS TO FACE AN ECONOMIC REALITY JURIDICAL IN CONSTANT EVOLUTION. APPLYING KNOWLEDGE AND UNDERSTANDING THROUGH THE STUDY OF THE SUBJECT, STUDENTS WILL REFINE ITS SENSITIVITY TO THE LEGAL ISSUES UNDERLYING THE FINANCIAL YEAR OF BUSINESS AND TO DEVELOP COGNITIVE TOOLS FOR THE INDIVIDUALIZATION OF THE MOST EFFICIENT SOLUTIONS. STUDENTS IN VIRTUE OF THE ACQUIRED PROBLEMATIC METHODOLOGICAL APPROACH WILL HAVE MATURED AN INDIVIDUAL CRITICAL ABILITY AND THEY WILL BE ABLE SO TO ASSURE THAT THE ACTIVITY OF ENTERPRISE BOTH, IN EVERY PHASE OF HIS, DEVELOPS IN CONFORMITY WITH THE IN FORCE DISCIPLINE.

KNOWLEDGE AND UNDERSTANDING

STUDENTS WILL DEVELOP AN ABILITY OF USE AWARE OF THE TECHNICAL ERMENEUTICS AND OF CRITICAL ANALYSIS OF THE DISCIPLINE OF THE COMMERCIAL RIGHT, IN THEIR DIFFERENT ARTICULATIONS. IN SUCH WAY THEY WILL ACQUIRE SUITABLE CONCEPTUAL TOOLS TO FACE AN ECONOMIC REALITY JURIDICAL IN CONSTANT EVOLUTION.
APPLYING KNOWLEDGE AND UNDERSTANDING

THROUGH THE STUDY OF THE SUBJECT, STUDENTS WILL REFINE ITS SENSITIVITY TO THE LEGAL ISSUES UNDERLYING THE FINANCIAL YEAR OF BUSINESS AND TO DEVELOP COGNITIVE TOOLS FOR THE INDIVIDUALIZATION OF THE MOST EFFICIENT SOLUTIONS.
STUDENTS IN VIRTUE OF THE ACQUIRED PROBLEMATIC METHODOLOGICAL APPROACH WILL HAVE MATURED AN INDIVIDUAL CRITICAL ABILITY AND THEY WILL BE ABLE SO TO ASSURE THAT THE ACTIVITY OF ENTERPRISE BOTH, IN EVERY PHASE OF HIS, DEVELOPS IN CONFORMITY WITH THE IN FORCE DISCIPLINE.

	Prerequisites
	CIVIL LAW (OBLIGATORY); FINANCIAL ACCOUNTING(RECOMMENDED)

	Contents
	FUNDAMENTAL PRINCIPLES AND HISTORICAL INTRODUCTION. THE ENTREPRENEUR AND THE ASSET OF THE ENTERPRISE (5H LESSONS). DISTINCTIVE SIGNS AND THE WORKS OF THE TALENT – THE RULES OF COMPETITION AND THE CONSORTIA AMONG ENTREPRENEURS - THE CONTRACT OF SOCIETY – THE COMPANY OF PEOPLE. CAPITAL COMPANIES. THE JOINT-STOCK COMPANY. THE CONSTITUTION. THE CONFERMENTS. THE ORGANIZATIONAL STRUCTURE. THE BUDGET (THE STATEMENT OF ASSETS AND LIABILITIES, ECONOMIC ACCOUNT, CRITERIONS OF EDITING AND PRINCIPLES OF EVALUATION). THE CHANGES OF THE STATUTE. THE FINANCING INSTRUMENTS. THE GROUP OF COMPANY - THE LISTED COMPANIES. THE COMPANY IN ACCOMANDITA FOR ACTIONS. THE LIMITED LIABILITY COMPANY. THE SETTLING - THE EXTRAORDINARY OPERATIONS (TRANSFORMATION, FUSION AND DIVISION) – THE LIQUIDATION - THE COOPERATIVE SOCIETY (25H LESSONS). THE COROORATE CRISIS - THE NEGOTIED SETTLMENT OF THE CRISIS- CERTIFIED RECOVERY PLANS - JUDICIAL LIQUIDATION- ARRANGEMENT WITH CREDITORS - THE RESTRUCTURING PLAN SUBJECT TO APPROVAL- THE SIMPLIFIED ARRANGMENT FOR THE LIQUIDATION OF ASSETS - THE MORATORIUM AGREEMENTV- RESTRUCTURING AGREEMENTS - COMPULSORY ADMINISTRATIVE LIQUIDATION - EXTRAORDINARYVADMINISTRATIONS OF LARGE ENTERPRISES IN STATE OF INSOLVENCY - INSOLVENCY PROCEEDINGS FOR OVER INDEBITNESS CRISIS. 5H LESSONS). - THE BARGAINING OF ENTERPRISE (BANKING AND INSURANCE CONTRACTS, THE CONTRACTS OF FINANCIAL INTERMEDIATION). THE TITLES OF CREDIT (5H LESSONS). BANKRUPTCY PROCEEDINGS (5H LESSONS).

Contents

FUNDAMENTAL PRINCIPLES AND HISTORICAL INTRODUCTION. THE ENTREPRENEUR AND THE ASSET OF THE ENTERPRISE (5H LESSONS). DISTINCTIVE SIGNS AND THE WORKS OF THE TALENT – THE RULES OF COMPETITION AND THE CONSORTIA AMONG ENTREPRENEURS - THE CONTRACT OF SOCIETY – THE COMPANY OF PEOPLE. CAPITAL COMPANIES. THE JOINT-STOCK COMPANY. THE CONSTITUTION. THE CONFERMENTS. THE ORGANIZATIONAL STRUCTURE. THE BUDGET (THE STATEMENT OF ASSETS AND LIABILITIES, ECONOMIC ACCOUNT, CRITERIONS OF EDITING AND PRINCIPLES OF EVALUATION). THE CHANGES OF THE STATUTE. THE FINANCING INSTRUMENTS. THE GROUP OF COMPANY - THE LISTED COMPANIES. THE COMPANY IN ACCOMANDITA FOR ACTIONS. THE LIMITED LIABILITY COMPANY. THE SETTLING - THE EXTRAORDINARY OPERATIONS (TRANSFORMATION, FUSION AND DIVISION) – THE LIQUIDATION - THE COOPERATIVE SOCIETY (25H LESSONS). THE COROORATE CRISIS - THE NEGOTIED SETTLMENT OF THE CRISIS- CERTIFIED RECOVERY PLANS - JUDICIAL LIQUIDATION- ARRANGEMENT WITH CREDITORS - THE RESTRUCTURING PLAN SUBJECT TO APPROVAL- THE SIMPLIFIED ARRANGMENT FOR THE LIQUIDATION OF ASSETS - THE MORATORIUM AGREEMENTV- RESTRUCTURING AGREEMENTS - COMPULSORY ADMINISTRATIVE LIQUIDATION - EXTRAORDINARYVADMINISTRATIONS OF LARGE ENTERPRISES IN STATE OF INSOLVENCY - INSOLVENCY PROCEEDINGS FOR OVER INDEBITNESS CRISIS. 5H LESSONS). - THE BARGAINING OF ENTERPRISE (BANKING AND INSURANCE CONTRACTS, THE CONTRACTS OF FINANCIAL INTERMEDIATION). THE TITLES OF CREDIT (5H LESSONS). BANKRUPTCY PROCEEDINGS (5H LESSONS).

	Teaching Methods
	FRONTAL LESSONS, SEMINARS, EXERCISES, DISCUSSIONS IN THE CLASSROOM, PROBLEM INDIVIDUAL SOLVING.

	Verification of learning
	AN EXAMINATION RESULTING IN A SCORE OUT OF 30 ASSESSES THE ACHIEVEMENT OF THE TARGETS OF THE TEACHING’S PROGRAMME. THE ASSESSMENT CONSISTS OF A NON-MANDATORY PROGRESS TEST AND OF AN ORAL EXAMINATION BASED ON TOPICS CHOSEN BY THE PROFESSOR. THE PROGRESS TEST CONSISTS OF FIVE WRITTEN MULTIPLE CHOICE QUESTIONS AND OF ONE WRITTEN OPEN-ENDED QUESTION. THE PROGRESS TEST COVERS THE FOLLOWING TOPICS: ENTREPRENEUR – CATEGORIES OF ENTREPRENEURS – ACQUIRING THE MERCHANT STATUS – RULES GOVERNING THE COMMERCIAL ENTREPRENEUR – THE CONCERN – DISTINGUISHING SIGNS AND INTELLECTUAL PROPERTY – COMPETITION LAW – CONSORTIUM – COMMERCIAL CONTRACTS (BANKING CONTRACTS, INSURANCE, FINANCIAL INTERMEDIARY AGREEMENTS) – DEBT SECURITIES – BILL OF EXCHANGE – BANK CHEQUES.THE REMAINING ORAL EXAMINATION COVERS THE FOLLOWING TOPICS: COMPANIES (CONCEPT AND CLASSIFICATIONS) – PARTNERSHIPS – LIMITED LIABILITY PARTNERSHIP – JOINT-STOCK COMPANIES – INCORPORATION – STRUCTURE – BALANCE SHEET – CHARTER AMENDMENTS – CORPORATE FINANCE – DISSOLUTION AND LIQUIDATION – LISTED COMPANIES LIMITED PARTNERSHIP CONSTITUTED BY SHAREHOLDING – LIMITED LIABILITY PARTNERSHIPS – EXTRAORDINARY COMPANY OPERATIONS (TRANSFORMATION OF THE COMPANY LEGAL FORM, MERGERS, AND DEMERGER) – COOPERATIVES – EUROPEAN COMPANY – BANKRUPTCY AND INSOLVENCY PROCEEDINGS.THE PROGRESS TEST TAKES PLACE APPROXIMATELY TOWARDS THE MIDDLE OF THE COURSE AND IT LASTS 40 MINUTES. THE ORAL EXAMINATION TAKES PLACE ACCORDING TO THE DATES OF THE RELEVANT CALENDAR. THE TOTAL SCORE (30/30) OF THE PROGRESS TEST CONSISTS: OF THREE POINTS FOR EACH MULTIPLE CHOICE CORRECT ANSWER AND OF ZERO FOR EACH MISTAKE OR NOT GIVEN ANSWER; AND OF A SCORE BETWEEN ZERO AND 15 FOR THE OPEN-ENDED QUESTION, ACCORDING TO THE FOLLOWING JUDGMENTS: GRAVELY INSUFFICIENT; INSUFFICIENT; SUFFICIENT; FAIR; AND GOOD. THE EXAMINATION IS PASSED IF THE MINIMUM SCORE OF 18/30 IS ACHIEVED. THE PROGRESS TEST AND THE ORAL EXAMINATION AIM AT ASSESSING: THE LEVEL OF UNDERSTANDING AND KNOWLEDGE ACHIEVED BY THE STUDENTS CONCERNING THE CONTENT OF THE PROGRAMME; THE COMMAND OF METHODOLOGICAL INSTRUMENTS; AND THE CAPACITY OF APPLYING KNOWLEDGE TO THE SOLUTION OF THEORETICAL AND PRACTICAL PROBLEMS. FINAL EVALUATION RESULTS FROM THE AVERAGE OF THE SCORES ACHIEVED IN BOTH THE PROGRESS TEST AND THE ORAL EXAMINATION. IF THE STUDENT DECLINES THE PROGRESS TEST’S SCORE, THE ORAL EXAMINATION SHALL COVER ALL THE AFOREMENTIONED TOPICS, AND IT IS SUCCESSFUL WHEN THE MINIMUM SCORE OF 18/30 IS ACHIEVED.

Verification of learning

AN EXAMINATION RESULTING IN A SCORE OUT OF 30 ASSESSES THE ACHIEVEMENT OF THE TARGETS OF THE TEACHING’S PROGRAMME. THE ASSESSMENT CONSISTS OF A NON-MANDATORY PROGRESS TEST AND OF AN ORAL EXAMINATION BASED ON TOPICS CHOSEN BY THE PROFESSOR. THE PROGRESS TEST CONSISTS OF FIVE WRITTEN MULTIPLE CHOICE QUESTIONS AND OF ONE WRITTEN OPEN-ENDED QUESTION. THE PROGRESS TEST COVERS THE FOLLOWING TOPICS: ENTREPRENEUR – CATEGORIES OF ENTREPRENEURS – ACQUIRING THE MERCHANT STATUS – RULES GOVERNING THE COMMERCIAL ENTREPRENEUR – THE CONCERN – DISTINGUISHING SIGNS AND INTELLECTUAL PROPERTY – COMPETITION LAW – CONSORTIUM – COMMERCIAL CONTRACTS (BANKING CONTRACTS, INSURANCE, FINANCIAL INTERMEDIARY AGREEMENTS) – DEBT SECURITIES – BILL OF EXCHANGE – BANK CHEQUES.THE REMAINING ORAL EXAMINATION COVERS THE FOLLOWING TOPICS: COMPANIES (CONCEPT AND CLASSIFICATIONS) – PARTNERSHIPS – LIMITED LIABILITY PARTNERSHIP – JOINT-STOCK COMPANIES – INCORPORATION – STRUCTURE – BALANCE SHEET – CHARTER AMENDMENTS – CORPORATE FINANCE – DISSOLUTION AND LIQUIDATION – LISTED COMPANIES LIMITED PARTNERSHIP CONSTITUTED BY SHAREHOLDING – LIMITED LIABILITY PARTNERSHIPS – EXTRAORDINARY COMPANY OPERATIONS (TRANSFORMATION OF THE COMPANY LEGAL FORM, MERGERS, AND DEMERGER) – COOPERATIVES – EUROPEAN COMPANY – BANKRUPTCY AND INSOLVENCY PROCEEDINGS.THE PROGRESS TEST TAKES PLACE APPROXIMATELY TOWARDS THE MIDDLE OF THE COURSE AND IT LASTS 40 MINUTES. THE ORAL EXAMINATION TAKES PLACE ACCORDING TO THE DATES OF THE RELEVANT CALENDAR. THE TOTAL SCORE (30/30) OF THE PROGRESS TEST CONSISTS: OF THREE POINTS FOR EACH MULTIPLE CHOICE CORRECT ANSWER AND OF ZERO FOR EACH MISTAKE OR NOT GIVEN ANSWER; AND OF A SCORE BETWEEN ZERO AND 15 FOR THE OPEN-ENDED QUESTION, ACCORDING TO THE FOLLOWING JUDGMENTS: GRAVELY INSUFFICIENT; INSUFFICIENT; SUFFICIENT; FAIR; AND GOOD. THE EXAMINATION IS PASSED IF THE MINIMUM SCORE OF 18/30 IS ACHIEVED. THE PROGRESS TEST AND THE ORAL EXAMINATION AIM AT ASSESSING: THE LEVEL OF UNDERSTANDING AND KNOWLEDGE ACHIEVED BY THE STUDENTS CONCERNING THE CONTENT OF THE PROGRAMME; THE COMMAND OF METHODOLOGICAL INSTRUMENTS; AND THE CAPACITY OF APPLYING KNOWLEDGE TO THE SOLUTION OF THEORETICAL AND PRACTICAL PROBLEMS. FINAL EVALUATION RESULTS FROM THE AVERAGE OF THE SCORES ACHIEVED IN BOTH THE PROGRESS TEST AND THE ORAL EXAMINATION. IF THE STUDENT DECLINES THE PROGRESS TEST’S SCORE, THE ORAL EXAMINATION SHALL COVER ALL THE AFOREMENTIONED TOPICS, AND IT IS SUCCESSFUL WHEN THE MINIMUM SCORE OF 18/30 IS ACHIEVED.

	Texts
	ONE OF THE FOLLOWING HANDBOOKS: G. F. CAMPOBASSO, MANUALE DI DIRITTO COMMERCIALE, UTET, LAST ED.;A. GRAZIANI, G. MINERVINI E U. BELVISO, MANUALE DI DIRITTO COMMERCIALE, CEDAM,LAST ED. IS ALSO NECESSARY THE CONSULTATION OF THE CIVIL CODE AND THE SPECIAL LAWS IN THE IN FORCE TEXT.

	More Information
	NORMATIVE TEXTS, PROVISIONS OF GREAT INTEREST AND RECENT SENTENCES ARE PUBLISHED ON THE SITE WEB OF THE TEACHER.

BETA VERSION Data source ESSE3 [Ultima Sincronizzazione: 2024-11-05]

Francesca ATTANASIO | Commercial Law