COMMERCIAL LAW - II

The course is a core educational activity in tha Bachelor's Degree in Economics and business.
The course aims at providing students with the knowledge of the second part of Business and Economic Law, and at analysing the regulation of cooperative companies, groups of companies, the general principles of the business distress and negotiable instruments; additional hints on financial intermediaries and issuers in Consolidated Law on Finance will be also provided over the course.

1. Knowledge and understanding
1.1 Knowledge of the prerequisites and understanding of the effects of the amendments of the certificate of corporation, of a transformation, merger and spin-off, of the dissolution, liquidation and extinction of companies, and of the creation of a group of companies.
1.2 Knowledge of the main features of the cooperative companies and understanding of the special nature of mutuality.
1.3 Knowledge of the essential principles of the bankruptcy law.
1.4 Knowledge of the type and legislation of the negotiable instruments.
2. Applied skills of knowledge and understanding
2.1 Capability of identification of the events mentioned at nn. 1.1 and 1.3 during the business activity, including the case of companies.
2.2 Capability of distinction of the main features of the discipline about the cooperative companies.
2.3 Comprehension of the various laws concerning the negotiable instruments, including the dematerialised ones.
3. Evaluation
3.1 Comprehension of the text of the law.
3.2 Capability of evaluation of the legal consequences of the elements envisaged in the content of the course.
3.3 Capability of balancing the different interests concerning the elements envisaged in the content of the course.
4. Communication skills
4.1 Proper reporting of the specific features of commercial law.
4.2 Critical and dialogical interaction with the examiners during the examination.

Preliminary course: Commercial Law I - http://www.unive.it/pag/21218/

1. By-laws modifications; shareholders’ withdrawal right; procedure of approval of financial statement; corporate bonds; assets intended for a specific business affair; winding-up and dissolution of a corporation).
2. The cooperative companies.
3. Transformation, merger and spin-off.
4. Groups of companies.
5. Hints on listed companies, financial markets, public offers to buy or exchange financial instruments.
6. Business distress and elements of bankruptcy law.
7. Negotiable instruments.

AA.VV., Diritto commerciale, ed. by L. De Angelis, Cedam, Milano, 2017:
- vol. I, capt. XII e XIII;
- vol. II, capt. I (hints), II, III, IV, V, VI (hints), VII, VIII, IX (sect. I, IV and V), X (hints), XI (sect. I, II and III, 1-17) and XII.
Codice civile (up-to-date edition).

The final exam consists exclusively in an oral test in order to verify the knowledge and comprehension of the course contents, the proper reporting of them and the ability of consulting legal texts.

Frontal lecturing and teaching-students interaction.

Italian

Accessibility, Disability and Inclusion
Accommodation and support services for students with disabilities and students with specific learning impairments

Ca' Foscari abides by Italian Law (Law 17/1999; Law 170/2010) regarding support services and accommodation available to students with disabilities. This includes students with mobility, visual, hearing and other disabilities (Law 17/1999), and specific learning impairments (Law 170/2010). If you have a disability or impairment that requires accommodations (i.e., alternate testing, readers, note takers or interpreters) please contact the Disability and Accessibility Offices in Student Services: disabilita@unive.it.

oral

This subject deals with topics related to the macro-area "Human capital, health, education" and contributes to the achievement of one or more goals of U. N. Agenda for Sustainable Development