BUSINESS LAW 2

The course examines the legal framework governing: Limited liability companies. Cooperative societies. Business contracts. Negotiable instruments. Corporate crises and insolvency proceedings for joint-stock companies (S.p.A.), limited partnerships with share capital (L.P.S.A.), and cooperatives, as well as corporate groups. This completes the Commercial Law 1 course, with which it shares the objective of highlighting the role of commercial law in the development of businesses and the economy, balancing regulatory frameworks with private autonomy.

Having passed the Business Law 1 exam.

Knowledge and understanding: Through participation in both face-to-face and online classes, students complete the knowledge of corporate law, which began with the Commercial Law I course. The course also provides opportunities for active student involvement through thematic seminars or in-depth meetings with instructors, industry experts, legal practitioners, and business and institutional representatives. These initiatives, closely related to the topics covered during the course, are designed to strengthen critical and practical understanding of the subject matter, fostering interdisciplinary discussion and ongoing dialogue between theoretical principles and operational practices of commercial law. An oral exam will be held at the end of the course to assess the acquired knowledge. Ability to apply knowledge and understanding: Students are equipped to interpret the legal provisions governing the organizational models being studied and to understand the relationship between mandatory rules and private autonomy. An oral exam will be held at the end of the course to assess the acquired knowledge. Independent judgment: The investigative method developed during the course enables students to identify relevant data and materials for analyzing the legal sources of commercial law and to critically evaluate the various doctrinal and jurisprudential orientations developed in relation to each institution studied. Thus, students acquire the ability to analyze specific cases and qualify them from a legal perspective. Communication skills: At the end of the course, students are able to use, with adequate terminological precision, the technical and legal vocabulary specific to commercial law. Learning skills: The technical and legal knowledge acquired during the course enables students to understand and interpret, even independently, regulatory developments and doctrinal and jurisprudential orientations relating to the commercial law institutions studied

Limited liability companies. Cooperative societies. Business contracts. Negotiable instruments. Corporate crises and insolvency proceedings.

G. Presti, M. Rescigno, Corso di diritto commerciale, Volume Unico, Zanichelli, Bologna, 2025, 12ª ed., Volume I – Impresa, Contratti, Titoli di credito, Crisi e insolvenza e Volume II – Società, pp. 91-108, pp. 119-121, pp. 125-128, pp. 140-398, p. 465, pp. 627-693. In alternativa al manuale di Presti-Rescigno gli studenti possono utilizzare: G.F. Campobasso, Diritto commerciale 2. Diritto delle società, UTET, Torino, 2024, 11ª ed. a cura di M. Campobasso, pp. 561-648. G.F. Campobasso, Diritto commerciale 3. Contratti, Titoli di credito, Procedure concorsuali, UTET, Torino, 2022, 6ª ed. a cura di M. Campobasso, pp. 25-36, pp. 105-161, pp. 175-524

Frontal teaching

The examination consists of an oral test. The student must demonstrate an understanding of the principles and notions of Commercial Law 2 and the institutions characterising the course, such as shareholding companies, cooperative companies and groups of companies, also in the light of the supranational framework. The student must also demonstrate the ability to correctly interpret and apply theoretical notions to practical cases. The student is required to correctly use the legal vocabulary of the field, showing familiarity with the method of study and the learning skills needed to continue even, also autonomously, the study of the subject. The mark is on an 18-to-30 scale. Monitoring and mid-term exams might be held to test the students’ progresses, provided anyway that the final mark will be given only during the final examination at the end of the course, according to the procedures and evaluation criteria specified above.

Course attendance and successful completion of the exam