BUSINESS INSOLVENCY LAW

The course aims to provide students with a solid legal education, focusing on insolvency proceedings, debt restructuring, and insolvency management. The academic program is designed to develop both theoretical and practical skills to address the issues related to corporate crisis, adopting an interdisciplinary approach that combines aspects of commercial and bankruptcy law with elements of civil law.

Knowledge of commercial and civil law.

Upon completion of the course, students will have acquired an in-depth knowledge of the legal framework governing insolvency proceedings, restructuring tools, and the management of financial distress. They will be able to analyse and interpret real-life cases concerning corporate crises. Students will develop both critical and practical skills to operate in professional settings that require the handling of complex situations related to corporate insolvency, in both judicial and out-of-court contexts.

The course lectures will begin with a comprehensive overview of the repealed Bankruptcy Law and the legislative process that led to the adoption of the new Italian Code of Business Crisis and Insolvency (Legislative Decree No. 14/2019), as amended by Legislative Decree No. 136 of 13 September 2024, which entered into force on 28 September 2024. The course will focus on an in-depth and analytical examination of all the legal instruments included in the new Code. The didactic approach is systematic, with attention to both theoretical aspects and practical applications, aiming to train professionals capable of competently managing issues related to business crisis and insolvency.The course also includes the analysis of relevant case law and legal practice, along with practical exercises and simulations, designed to strengthen students’ understanding of the legal tools studied and prepare them for their application in professional settings. In particular, the course will cover the following topics: Negotiated settlement of the business crisis (Articles 12 et seq. of the Code), a new central tool for the early management of business distress, aimed at preserving business continuity through a voluntary and confidential procedure. The course examines the role of the independent expert, the access requirements, the protective and incentivizing measures, as well as the tools available to the entrepreneur to negotiate agreements with creditors. Instruments for crisis and insolvency resolution, such as certified recovery plans, debt restructuring agreements, the court-approved restructuring plan, and concordato preventivo, with in-depth analysis of the various forms (going concern, either direct or indirect, and liquidation-based) and the innovations introduced to simplify and streamline procedures. Judicial liquidation, the new name for bankruptcy, including the examination of objective and subjective requirements, the opening procedure, the verification of claims, liquidation and distribution operations, and the closing of the procedure. Special focus will be placed on the reforms introduced by the 2024 corrective decree to accelerate and rationalize the process. Over-indebtedness procedures, such as consumer debt restructuring, simplified arrangements with creditors, and the controlled liquidation of individual debtors. The role and responsibilities of corporate bodies in the prevention and management of the crisis, with reference to duties of preserving the company’s assets, adopting appropriate organizational structures, and directors’ liability in the event of deterioration of the crisis. Executory contracts in judicial liquidation and in concordato preventivo, with particular attention to the rules governing continuation or termination of contracts, the powers of the trustee or the debtor under arrangement, and the protection of contractual counterparties. • The Relationship Between Judicial Liquidation and Criminal Precautionary Measures In particular, the course will address the principle of prevalence of precautionary asset measures over judicial liquidation, and conversely, the prevalence of judicial liquidation in cases of so-called “blocking” preventive seizure or conservatory seizure. Special attention will be given to the coordination between the Business Crisis and Insolvency Code and the Anti-Mafia Code.

Il Nuovo Codice della Crisi d’Impresa e dell’insolvenza - Analisi e Commento, II Edition: di S. Della Rocca e F. Grieco, Wolters Kluwer– Cedam (cap. I, III, IV, V, VI, VII, IX). Students must also equip themselves with the code of business crisis and insolvency. Additional teaching materials will be provided by the instructor during the lectures.

The 6-ECTS course will be delivered through 3-hour frontal lectures, according to the Academic Calendar. The teaching methodologies adopted throughout the course are designed to ensure a solid, critical, and practice-oriented understanding of the subject, combining theoretical instruction with a professional and practical approach. Frontal lectures will represent the core of the teaching activity, aiming to provide students with a systematic and in-depth overview of the legal framework and principles governing business crisis and insolvency. These lectures will be complemented by: Case law analysis and examination of practical practices, aimed at fostering an understanding of the real-world application of legal provisions and enhancing critical skills in interpreting judicial decisions; Simulations and practical exercises, including the drafting of legal documents and the simulation of procedures (such as composition with creditors, judicial liquidation, etc.), intended to help students acquire operational skills and independence in legal problem-solving; Small group activities and guided discussions, designed to encourage debate, teamwork, and the ability to argue legal solutions in complex scenarios. These methodologies are intended to promote active and conscious learning, aligned with professional demands and the educational objectives of the course. Active participation will be duly considered for the final assessment. Students attending at least 75% of the lectures will be allowed to take the exam based on a specific syllabus agreed upon with the lecturer, which will reflect the topics covered during the course. Tutoring services will be available to students throughout the academic year.

Learning will be assessed through a final oral examination aimed at evaluating the student’s ability to analyse, reason, and apply the knowledge acquired during the course. The evaluation will take into account the following criteria: Theoretical knowledge of the legal institutions covered in the course; Ability to connect and integrate the various systematic aspects of the subject matter; Clarity of expression, accuracy in legal terminology, and argumentative skills; Where applicable, the ability to solve practical cases, including reference to case law and established practices. The final grade will be awarded on a scale of thirty (out of thirty) and will reflect the overall quality of the examination, as well as the level of achievement of the expected learning outcomes.

The assignment of the final paper will take place upon the student’s request and subject to the availability of the supervising professor. The topic will be agreed upon with the professor, taking into account: the student’s expressed interest in specific topics covered during the course; the consistency with the student’s academic path and any relevant professional or internship experience; the topicality and legal relevance of the proposed subject; the feasibility of the project in relation to the available time and resources. The chosen topic must be developed with methodological rigour, clarity of expression, and critical thinking skills.