A.Y. 2017/2018


With the aim of providing students with the legal background necessary to understand and actively participate in some of the most crucial events in the life of a corporation, the course addresses a selected number of corporate law issues through a combination of lectures and class discussions of actual and hypothetical cases. After a brief introduction on the basics of corporate law, topics include the incorporation process, limited liability, the financial structure of the corporation, principles of corporate governance including shareholders’ powers and directors’ fiduciary duties, capital structure; dividend policy; securities markets. While having an international dimension, the course primarily focuses on the Italian legal system with a wide recourse to case-histories to catch the evolution of corporate law through a cross-disciplinary analysis.

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While particular emphasis will be placed on the role of the EU in the setting up of the legal framework for the insurance sector, the lectures will also cover the role of the national legislation with particular focus on the insured protection.

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This course introduces to the general issues of European Union financial markets law. It is divided into two parts. The first one provides the legal and institutional framework on the investment services and focuses its attention on the regulation of the public offerings, the prospectus rules, the conduct of business rules and the protection of the retail investors. The second part is designed to provide an essential understanding of the regulation of the financial exchanges and focuses on the regulation of the trading, clearing and settlement as essential part of the financial infrastructures.

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This course will deal with the fundamentals of the European financial markets and insurance regulation, with a focus on the regulation of insurance and investment services. Reference will be made to the main European directives and legal texts concerning the financial and insurance market.

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