Università degli Studi di Napoli "Parthenope"

Teaching schedule

Academic year: 
2018/2019
Belonging course: 
Course of 5-year Single Cycle Master's Degree Programme on LAW
Location: 
Napoli
Disciplinary sector: 
BUSINESS LAW (IUS/04)
Language: 
Italian
Credits: 
14
Year of study: 
3
Teachers: 
Cycle: 
Second semester
Hours of front activity: 
112

Language

Italian

Course description

The educational objectives consist in the acquisition by the student of knowledge of the institutions of business law and its crisis and of company law and their interrelationships.
Expected learning outcomes according to Dublin descriptors:
At the end of the course the student must demonstrate to have achieved the following knowledge, skills and attitudes:
1. Knowledge and understanding
- knowledge of the discipline of the business activity in relation to its organization and its development in the market;
- knowledge of company law, especially of joint stock company, in relation to: constitution; financial structure and organizational structure; extraordinary operations and dissolution and liquidation proceedings; group phenomenology;
- knowledge of the corporate crisis discipline and insolvency procedures, with special regard to the substantive law profiles;
- understanding of the substantial interests underlying the individual legal institutions and of the main problems connected to them;
- ability to make thematic connections and familiarity with the dynamics of company and company law;
2. Ability to apply knowledge and understanding
- ability to interpret the rules with a systematic criterion and to translate the acquired notions and the studied normative discipline into an application key, so as to critically evaluate the studied institutes. This ability will be acquired through constant reference, during the lessons, to the jurisprudence and to practical cases and through the constant solicitation of the students to express comments and opinions on the cases they are subjected to.
3. Judgment autonomy
- ability to develop and deepen in an autonomous way the acquired knowledge and to achieve, over time, an increasingly high critical and judgment ability, so as to be able to set and deal with theoretical-practical issues, not dealt with in detail, and know how to argue solutions.
Therefore, the student will need to have introjected the interests and logic involved in the disciplines studied, which will therefore always be the subject of special attention. The attainment of the aforementioned capacity will be facilitated by the involvement of the students in discussions and debates during the lessons.
4. Communication skills
- ability to communicate and communicate orally in a clear and effective way, both with persons who are not experts in law and with specialists in legal matters and with economic operators.
For this purpose, oral interventions will be solicited during the lessons, either by encouraging students to ask questions, or by involving them in repeated debates.
5. Learning capacity
- ability to become autonomous in deepening the subjects studied also in their more complex and specialized profiles;
- ability to access legal sources, jurisprudence and doctrine and adequately address the search for sources in relation to the topics to be studied in depth.
To this end, during the lessons, students will be provided with in-depth material, encouraging them to accompany the study by consulting the jurisprudence and by reading the doctrine.
Theoretical and practical seminars, about topics of particular importance, will be held, and ample space will be given to the consultation of supplementary material, with comments on passages of sentences and doctrine.

Prerequisites

Knowledge of Italian civil law basic principles and provisions is required
CFU: 14

Syllabus

First part

Enterpreneur and statute. Enterpreneur's cathegories:
The statutes of the entrepreneur.
The company.
Company and its transferement
Competition and Antitrust law.
Company agreement.

Second part

Partnerships.
Commercial Company. Typological characters and socio-economic models.
Limited liability company. Joint stock company. Cooperative.

Third part

Commercial papers. Bankruptcy law.

1)COMPANY LAW(27)
The entrepreneur and the company in general
The categories of entrepreneurs
The statutes of the entrepreneur
The company's negotiation activity
The company
Competition and Antitrust law
Forms of integration between companies
2)COMPANY LAW(56)
Partnerships; Joint stock companies-The limited partnership; Limited liability companies; Mutual companies and Mutual insurance companies; Extraordinary operations
3)THE BUSINESS CRISIS AND INSOLVENCY PROCEEDING(24)
The Code of Crisis and Insolvency.
Composition Deed
The judicial liquidation;
The certified recovery plans and the debt restructuring agreements;
Over-indebtedness crisis settlement procedures; Compulsory administrative winding up; The extraordinary administration of large insolvent companies. Commercial papers (5)

Teaching Methods

Traditional teacher lessons supported by teaching multimedia materials and integrated by specialistic seminars.

Textbooks

Any of the following:

-GIAN FRANCO CAMPOBASSO, Diritto commerciale, vol I, II, III, UTET, Torino, latest issue, relatively the topics in the program;
VINCENZO BUONOCORE (a cura di), Manuale di diritto commerciale, Giappichelli, Torino, latest issue, relatively the topics in the program;
relatively the topics in the program.

The study of the items will be supported by reading the Italian Civil Code with the latest amendments.

Learning assessment

The verification of the learning is divided into an oral test during which the student will have to answer a series of questions on heterogeneous subjects within the framework of the course.
To obtain the minimum score, the student must demonstrate the acquisition of
1. Relevant knowledge and understanding:
- the statute of the entrepreneur;
- the organizational structure and the mechanisms of company functioning;
- the performance of insolvency procedures.
The student will also be asked to comment on articles of law and jurisprudential decisions to demonstrate:
2. Ability to apply knowledge and understanding, as able to:
- confront the reference standards and identify the underlying interests and make connections between rules and institutions;
- relate the theoretical notions with the cases of the practice.
The evaluation will take into account not only the accuracy of the answers, but also, in order to assign votes higher than the minimum, of the completeness and clarity of the exposure and of the breadth and punctuality of the thematic links.
In order to reach a higher score, until the maximum score is reached, the student will be asked questions of a case studies, from which the student will have to demonstrate:
3. Judgment autonomy, as it is able to:
- identify the problematic profiles;
-concern solutions.
4. Communication skills, as able to:
- express themselves orally with full ownership of language;
- use the technical-legal lexicon naturally;
- express complex issues and concepts clearly;
5. Learning capacity, as it has:
-integrated the content of the lectures and the manual, consulting, during the preparation, jurisprudential decisions and doctrinal texts for comparison and deepening.

More information

PRINCIPLES OF ITALIAN CIVIL LAW.