00221 - Commercial Law

Learning outcomes

At the end of the Teaching Activities, students will:
- acquire a basic knowledge of some institutions of private law, aimed at a better understanding of commercial law;
- understand the European and national framework regarding and companies, particularly those related to joint-stock companies and cooperatives;
- comprehend the fundamental principles of the regulation concerning enterprises, partnerships, corporations, cooperatives, and credit instruments.

Course contents

Introduction to private law. Legal personality. Property. Contracts. Judicial protection of rights.

Commercial law framework. The entrepreneur, the distinctions between the types of business and the related consequences on the discipline. The agricultural entrepreneur and the commercial entrepreneur and its statute. The company and its translation events. Contracts of the entrepreneur, analysis of some types and consortia.

Distinctive marks. Intellectual property. Debt securities and their circulation.

Companies in general.

Partnerships, the different types and related disciplines, with particular reference to the liability of shareholders.

The limited liability company and their function as a hub between partnerships and joint stock companies.

The joint stock company and its specific characteristics: shares and financial instruments and their circulation, the governance of the company and its various models and the functioning of the corporate bodies, the financial statements, the dissolution and extraordinary operations.

The financial markets.

The cooperatives.

Readings/Bibliography

Vella – Bosi, Diritto dell’impresa e dell’economia, il Mulino, latest edition.

Vella – Bosi, Diritto ed economia delle società, il Mulino, latest edition.

It is recommended to use an updated Civil Code as a study aid for a better understanding of the subjects. Online versions are easily accessible, often for free.

For those who wish to deepen their understanding of private law topics covered, the following is suggested:

Galgano, Istituzioni di diritto privato, Cedam, latest edition, limited to the topics covered in class.

For those interested in exploring the history and evolution of commercial law, and understanding the current legal-economic reality, the following is recommended:

Galgano, Lex mercatoria, Il Mulino, any edition.

Teaching methods

Lectures focused on explanation and in-depth exploration of the subject matter.

The first two lectures of the course will provide a brief introduction to some concepts of private law that may help provide a framework for better understanding some key aspects of commercial law, which is, however, the specific focus of the course and the exam.

In December, a seminar is scheduled, dedicated to the regulation of cooperative companies.

Assessment methods

Details on the exam procedures will be provided later.

To take the exam, registration via the AlmaEsami application is required, in compliance with the deadlines that will be promptly published.

A grade of 18/30 or higher is required to pass the exam.

Teaching tools

Readings and court rulings will be made available on the University's platform (Virtuale).

Office hours

See the website of Pier Luigi Morara