INTERMEDIATION AND FINANCIAL MARKETS LAW ADVANCED COURSE

INTERMEDIATION AND FINANCIAL MARKETS LAW ADVANCED COURSE

Mirella Pellegrini

Instructional goals

The main objective of the course is to provide the tools for the students’ first approach to financial law and a basic legal knowledge aimed at understanding the historical evolution, the competent institutions, the subjects involved and the main activities of the financial markets as well as the relationship among institutions, law and economy. The approach will be systematic. The course aims to develop critical analysis skills and practical application of the main issues to current reality. The evolution of the financialregulationwill be analyzed with particular attention to the mostcriticalaspects and the main innovation trends; focus on the forms of protection of theinvestors; ratio of some recenteventsaffecting the banking-financialsectoraswellas the evolution of phenomenarelating to the digitalization of finance and the changesresulting from technologicalinnovationapplied to financialmarkets. Takinginto account the regulatory and jurisprudentialevolution of the sector, the analysis of the sourcesisaimedatacquiringusefultools for monitoringupdates. The courseaims to give the student the ability to integrate interdisciplinaryknowledge, linking the legalsubjects to the technical-financialonesthrough the understanding and application of topics, aswellasproviding the necessaryfinancial –legalknowledgefor professionals.

Intended learning outcomes

Knowledge and understanding: the student will have acquired basic knowledge of the subject and in particular the legal system of financial sector and its players. In itinere, this knowledge will be evaluated through an intermediate test or through interaction during the lessons. In particular, the student will have to: - Know the legal sources to understand the evolution offinancial law and the EU legal system. - know the subjects and the banking-financial activities, the rules for the proper functioning of the markets, the protection of customers and the supervision of the sectors concerned. - Know the tools and understand the logic of the rules governing the functioning of the markets and the activities of financial intermediaries. - Know and understand the regulatory and technological innovations related to the new phenomena of innovative finance. Ability to apply knowledge and understanding: The student will be able to apply the theoretical fundamentals to the interpretation of the legal framework of reference, improving their ability to interpret the legal and economic phenomenon. Autonomy of judgment The student will have developed a critical awareness such as to allow the formulation of autonomous judgements on the identification of the applicable regulations in the subjects under study; he/she will also have developed a critical awareness such as to evaluate the individual regulations in reference to the fundamental principles, verifying their effectiveness. Communication skills The student will have developed the ability to communicate by adopting a rich vocabulary and a good synthesis technique. Learning ability: The student will be able to continue the studies, first, and start working, then, putting into practice the notions learned during the lessons. In particular, the student will have to acquire: - the ability to bring the individual rules back to the fundamental principles of reference; -the ability to correlate the functions of independent institutions and authorities to the socio-economic reality; - the ability to understand individual practical cases towards the correct sector regulations; - the ability to comply with the supervisory rules governing the matter.

Course Contents

SUMMARY: Analysis of financialintermediaries’ regulation with particular reference to banks and otherauthorizedfirms. The rules of conduct. Collectiveasset management. Examination of regulatedmarkets, MTFs and SystematicInternalises, OTFs. MiFID II and secondaryregulation. The Europeanfinancialsectorsupervision: technique of intervention and the competentAuthorities. Financial disintermediation and new technologies in favour of the consumers: regulatorychallenges and risks. ESG and sustainabledevelopment. FinTech and TechFin: new tools and new trends. First Part: Introduction and regulatoryevolution: hard law and soft law. The international and Europeansources of the financialregulation. The powers and activities of the vigilanceAuthorities. The architecture of financialsupervision.. The subjects (types of firms, organization and functions), the activity, the crisis. Second Part: The investorprotection. The banking governance. The execution of transactions in financialinstruments. Third Part: Marketsregulation. MiFID II and recent EU directives. New developments. Sustainability of the banking and financeactivities: ESG criteria and business sustainability. Financial intermediation and innovationapplied to finance: FinTech , TechFin and technologiesapplied to financialmarkets.

Reference Books

AA.VV., Manuale di diritto bancario e finanziario, edited by F. Capriglione, WoltersKluwer, Cedam, 2019. Furtherpaperswill be suggested.

Teaching Methods

Classroomteaching; Class exercise: case studies; lectures; papers; quiz; project work.

Assessment Method

The exam will be oral. During the exam the student must demonstrate knowledge of the principal arguments put forward during the course. The student will be able to analyze independently and with a critical spirit the discipline and the institutes covered by the course, correctly using the legal vocabulary of the subject, demonstrating to have acquired the study method and to deepen independently the subject. The student must demonstrate reasoning skills, applying institutions to practical cases explained by the teacher. The evaluation of the exam will be based on: Mid term test (30%): the mid term test will be written. The test will evaluate the understanding and autonomy of judgment. The intermediate test will cover the topics addressed up to a week before the mid term, it is not mandatory and the result obtained will be valid until the appeal in September. It may be composed of either a mix of open-ended questions or a certain number of multiple choice questions. The particular type of intermediate test that will be administered will be communicated to students on the university website one week before completion of the same. Final exam (70%): The final exam will be oral and will be assessed as follows: or knowledge and understanding of the institutes and the principles of the subject and ability to apply to concrete cases (70%); or ability to use the technical-legal vocabulary, ability to consult and evaluate relevant sources and acquisition of the study method (30%). Participation in class (1-2 bonus points): through these activities we intend to evaluate the ability to apply knowledge and autonomy of judgment. Project work (1-2 bonus points): the student will have to analyze a legal fact and know how to apply the knowledge learned during the course. Students who fail or achieve an insufficient mark in the mid-term exam will be assessed on the final oral exam and other activities. The presence of training gaps on one or more institutes or principles will lead to an insufficient evaluation even in the presence of a basic knowledge of the subject.

Thesis assignment criteria

Motivational interview

Week 1 Contenuto sessioni on line e on campus

Session 1 on line DESCRIPTION OF THE COURSE AND INTERACTION WITH STUDENTS ON BASIC NOTIONS. OBJECTIVES OF THE COURSE SOURCES OF THE FINANCIAL REGULATION. EU REGULATION AND SOFT LAW. RECENT TRENDS Session 2 on campus EVOLUTION OF PUBLIC CONTROLS ON FINANCIAL INTERMEDIARIES AND MARKETS ACTIVITY. Financial innovation and regulation: notes. NEW TRENDS AND CHALLENGES.

Week 2 Contenuto sessioni on line e on campus

Session 1 on line SUPERVISION ON FINANCIAL INTERMEDIARIES. DISCUSSION OF PRACTICAL CASES Session 2 on campus LAW AND ECONOMICS. BETTER REGULATION MIFID DIRECTIVE. THE SO CALLED MIFID 2. THE “CRD PACKAGE” (CDR AND CRR) Class exercise

Week 3 Contenuto sessioni on line e on campus

Session 1 on line THE FINANCIAL CRISIS, ENERGY MARKETS AND THE MOST RECENT BANKING CRISIS: IMPLICATION AND REMEDIES THE NEW ARCHITECTURE OF THE EUROPEAN FINANCIAL SYSTEM. DISCUSSION ON THE NATIONAL AND EUROPEAN BANKING CRISIS Session 2 on campus THE INSURANCE MARKET AND THE NEW INSURANCE DISTRIBUTION DIRECTIVE (IDD) Class exercise

Week 4 Contenuto sessioni on line e on campus

Session 1 on line THE ROLE OF ECB AND THE NON CONVENTIONAL OPERATIONS THE EUROPEAN BANKING UNION. MOVING TOWARDS THE CAPITAL MARKETS UNION and THE NEW EUROPEAN CRISIS MANAGEMENT RULES (BRRD) INVESTMENT FIRMS Session 2 on campus NPE/NPL. Banking crises case study Class exercise

Week 5 Contenuto sessioni on line e on campus

Session 1 on line ASSET MANAGEMENT COMPANY (SGR) : PORTFOLIO MANAGEMENT AND COLLECTIVE PORTFOLIO MANAGEMENT Session 2 on campus INVESTMENT FUNDS Class exercise

Week 6 Contenuto sessioni on line e on campus

Sessione 1 on line INVESTMENT SERVICES AND ACTIVITIES Sessione 2 on campus STRUCTURED FINANCE: DERIVATIVES CONTRACTS. FINANCIAL INTERMEDIARIES RULES OF CONDUCT Class exercise

Week 7 Contenuto sessioni on line e on campus

Session 1 on line EXAMINATION OF PRACTICAL CASES AND JUDGMENTS ON THE BREACH OF THE RULES OF CONDUCT. Session 2 on campus BANKING GOVERANCE. CORPORATE GOVERNANCE AND REQUIREMENTS OF BOARD MEMBERS. OPERATION WITH RELATED PARTIES AND INTERLOCKING DIRECTORATES REGULATION SOLICITATION OF PUBLIC SAVING Class exercise

Week 8 Contenuto sessioni on line e on campus

Session 1 on line CONSOB AND ITS VIGILANCE Session 2 on campus LIABILITIES RELATED TO THE PROSPECTUS. CIRCULATION OF FINANCIAL PRODUCTS takeover bids and public underwriting offers Class exercise

Week 9 Contenuto sessioni on line e on campus

Session 1 on line MARKETS REGULATION: MiFID Directive and MIFIR Regulation Session 2 on campus REGULATED (AND NOT) MARKETS MULTILTERAL TRADING SYSTEMS AND SYSTEMATIC INTERNALISERS- OTFs Class exercise

Week 10 Contenuto sessioni on line e on campus

Session 1 on line THE NEW FRONTIERS OF FINANCE: THE MARKET ABUSE REGULATION Session 2 on campus ESG and sustainability: banking and finance sector towards sustainable changes. AN INTRODUCTION TO THE GROWING OF FINANCE IN ECONOMY AND TECHNOLOGY INNOVATION: analysis of the FinTechphenomenon. Regulatorychallenges. Cryptocurrencies and EU regulation (MICAR) Class exercise

Week 11 Contenuto sessioni on line e on campus

Session 1 on line FINTECH APPLIED TO FINANCIAL MARKETS: criptocurrencies, bitcoin, ICO, token, crowdfunding, roboadvisors, automatized clients’ identification and assessment, research of pro-consumers solutions. Session 2 on campus RISKS RELATED TO FINTECH: from the bug data to the cyber-security. Class exercise

Week 12 Contenuto sessioni on line e on campus

Conclusion of the course Session 1 on line REGULATION UPDATING, INNOVATION TRENDS AND PROBLEMS AND PERSPECTIVES IN RELATION TO RECENT EVENTS Session 2 on campus CONCLUSION OF THE COURSE: INTERACTION WITH ATTENDING STUDENTS AND ANALYSIS OF THE MOST RELEVANT CRITICAL ISSUES RELATED TO THE CURRENT FINANCIAL SITUATION