Commercial and Criminal Law in businesses

Degree course: 
Academic year when starting the degree: 
Academic year in which the course will be held: 
Course type: 
Compulsory subjects, characteristic of the class
Seat of the course: 
Como - Sant'Abbondio
First Semester
Standard lectures hours: 
Detail of lecture’s hours: 
Lesson (50 hours)

No prerequisites are required.

Final Examination: 
Voto Finale

The course provides an introduction to civil and criminal law concerning organization, functioning and activity of enterprises, in order to appreciate their essential characteristics, as well as the most common problems that operators are requested to solve.
The perspective will take into account, in particular, activities and organization of companies operating in a transnational dimension, and therefore the legislation will be evaluated with frequent references to the comparison of legal systems.
At the end, students are expected to demonstrate appropriate skills in relation to individual and collective regulation of enterprises.
The course aims to promote application of laws in institutional and professional environments in which students could operate at the end of studies, through examination and preparation of texts and documents most frequently used (i.e. draft contracts, resolutions, corporate documents, compliance programs) also in order to develop the interpretive and argumentative skills in the legal field.
The course also aims to promote knowledge and ability to properly use the technical language of the subjects examined, with particular attention to the foreign vocabulary.

FIRST PART – Professor Serenella ROSSI
First part of the course will focus on general issues of enterprises and law governing their activity, in particular about:
- Concepts, categories and organizational models of enterprises;
- Funding of enterprises;
- Rules of negotiation;
- Rules of accounting;
- Crisis of enterprise;
- Competition and intellectual property law;
- Financial markets.

SECOND PART – Professor Chiara PERINI
Second part of the course will focus on general issues of criminal law of enterprise, in a criminological, political and legal perspective, in particular about:
- Concept of “white collar crimes”;
- Criminal responsibility of enterprise;
- Corporate crimes (i.e. False corporate accountings, Obstruction to the functions of public supervisory authorities, Misconduct in relation to corporate assets);
- Criminal sanctions for market abuse (i.e. Insider trading, Market abuse).

The course is taking place in the second half of Academic year with 50 hours of lecture (40 hours of theoretical lessons and 10 hours of exercises) corresponding to 8 credits required for the matter.
Teaching includes:
- Theoretical lessons to illustrate principles and institutions of Commercial and Criminal law of Enterprise;
- Case law discussions in order to improve understanding of theoretical lessons and encourage the development of students critical arguments.
On the e-learning platform will be uploaded documents, such as jurisprudential cases and power-point presentations.
In addition, the course is integrated with the initiative "Law and Cinema. Law and Ethics of the enterprises", that will allow participants to watch some movies focusing on issues relating to the subject matter of the course, as well as to get additional credits in the manner specified by the Department Council.

First part:
• AAVV, Diritto delle imprese – Manuale breve – Giuffrè, ed. 2012, with regard to chapter I, section 1, section 2, section 3 (till p. 120); chapter II, section 1 (from p. 89 to p. 120), section 2 (from p. 125 to p. 130 and from p. 141 to p. 144); section 3; chapter IV, section 1, section 3; chapter V, section 1 (till p. 308 and from p. 321 to p. 328), chapter VI, section 1.
• CORAPI – DE DONNO SFORZA, Società – Diritto comparato e straniero, in Enc. Giur. Treccani, Roma 1993;
- DE DONNO SFORZA, Società – Diritto comparato e straniero, Postilla di aggiornamento, in Enc. Giur. Treccani, Roma 2001;
• CORAPI – DE DONNO - BENINCASA, Le procedure concorsuali in un’ottica comparatistica, in Trattato di diritto fallimentare e delle altre procedure concorsuali, V, Profili storici, comunitari, internazionali e di diritto comparato, Giappichelli, ed. 2014, with regard to VII, chapter I (from p. 384 to p. 401) and III (from p. 440 to p. 446).

Second part:
• MAZZACUVA – AMATI, Diritto penale dell’economia, III ed., CEDAM, 2016, with regard to: Part I; Part II, Chapter 1, 2 and 3; Part IV.

On the e-learning platform will be uploaded documents, such as jurisprudential cases and power-point presentations.

The oral examination involves an evaluation expressed as a grade of out of 30, as duly registered on an electronic record-book. An exam is deemed to be passed successfully if the final grade is equal to or higher than 18/30. In the event of a full grade (30/30), the Examination Board may grant honours (lode).
The examination consists of an interview aimed to verifying the acquisition and correct understanding of the aforesaid teaching materials, included all documents uploaded on e-learning platform.
The final grade will take into account the accuracy and quality of the answers, as well as the student's ability to adequately justify assertions and analysis.
It will be assessed in particular the capacity:
a) to report the contents of the program, according to the specific nature of matter and to logical-systematic canons;
b) to make connections, also interdisciplinary, between different aspects of the discipline;
c) to answer questions and argue critical opinions by resorting to technical language appropriately.
During the course, students can develop a personal research on some topics with the assistance of the teacher and his collaborators. Its results will be summarized in short papers and discussed during the examination and considered for the decision of the final grade.