It is strongly advisable students to attend the course only after passing the exams of Private Law
(Diritto privato) and Business Law (Diritto commerciale)

The course aims at providing students with an in-depth knowledge of the basic features of European
Company Law and with the application of comparative method to the field of Company Law. At the
end of the course, students are expected to be able to find out the current trends in European
Company Law and to select key criteria for a valuable comparison between company law
features coming from different legal systems.

Part 1: European Company Law
- Legal Basis for European Company Law
- Harmonization in European Company Law (Directives and Draft Directives)
- ECJ Decisions Regarding Freedom of Establishment
- Supranational Business Organization Forms (EEIG, SE, SCE; SPE and SUP Drafts)

Part 2: Foundations of Comparative Company Law
- General overview
- The example of One-Euro-Private-Companies in Italy and in Europe

Erasmus and International Students are allowed to choose between the syllabus for Italian students
(Part 1 and Part 2 above) and a specific one with a reduced Part 1, and Part 2
above replaced with an ad hoc syllabus regarding Italian Partnerships and Company Law (see:
Books and Readings, below). There shall be no lesson regarding this subject, but Erasmus Students
interested in it are entitled to attend the relevant lessons in the course of Diritto commerciale
(Business Law) in Italian language (Prof Dr Laura Marchegiani).

• 1.  (C) Mads Andenas, Frank Wooldridge, European Comparative Company Law Cambridge University Press, Cambridge, 2012 » Pagine/Capitoli: pages 1-51
• 2.  (C) Kraakman, Armour, Davies, Enriques, Hansmann, Hertig, Hopt, Kanda, Rock The Anatomy of Corporate Law Oxford University Press, Oxford, 2nd edition, 2009 » Pagine/Capitoli: Chapter 1: What is Corporate Law

For ATTENDING students - compulsory readings

Part 1:
Adriaan F. M. Dorresteijn, Tiago Monteiro, Christoph Teichmann, Erik Werlauff (eds), European Corporate Law (2nd ed.), Kluwer Law International, 2009, Chapters: 1, 2, 3, 4, 5, 6, 7, 8, 10.
+ additional readings to be announced by the teacher during the lessons.

Part 2:
Readings from Andenas & Wooldridge and Kraakman (et al.) in recommended readings/letture consigliate in this page, plus
Bartolacelli, Italian Almost Capital-less Private Companies: a Brand New Tile in the Mosaic; and Id., Almost Capital-less Companies in Europe: Trends, Variations, Competition, both forthcoming in European Company and Financial Law Review. The articles shall be made available in the course's website.

For NON-ATTENDING students - compulsory readings

Part 1:
Stefan Grundmann, European Company Law (2nd ed.), Intersentia, 2011, Pages: 53-72; 121-352; 577-712; 805-886
+ additional readings to be announced by the teacher on his webpage.

Part 2:
Readings from Andenas & Wooldridge and Kraakman (et al.) in recommended readings in this page, plus
Bartolacelli, Italian Almost Capital-less Private Companies: a Brand New Tile in the Mosaic; and Id., Almost Capital-less Companies in Europe: Trends, Variations, Competition, both forthcoming in European Company and Financial Law Review. The articles shall be made available in the course's website.

For ERASMUS & INTERNATIONAL STUDENTS ONLY

They are allowed to choose between the Italian ATTENDING students' syllabus, and, in the case they are more interested in Italian Partnerships and Companies, the following one:

Part 1:
Adriaan F. M. Dorresteijn, Tiago Monteiro, Christoph Teichmann, Erik Werlauff (eds), European Corporate Law (2nd ed.), Kluwer Law International, 2009, Chapters: 1, 2, 3, 4, 5, 7.
Part 2:
Federico Pernazza, Corporations and Partnerships in Italy (2nd ed.), Kluwer Law International, 2012.

• The teacher shall deliver lessons on the issues mentioned in the syllabus. Regarding some specific
  subjects, attending students shall be required to read a few short readings suggested by the
  teacher, and to refer about them to the colleagues, aiming at provoke an exchange of views on the
  most relevant topics. Slides will be occasionally used.

• Actively attending students are given the possibility to write a short essay (10/15 pages)
  regarding specific topics included in Part 1. Title and deadlines are to be agreed with the teacher.
  Students whose paper is marked at least C- are allowed to sit for the oral exam with the teacher
  just on Part 2. Students whose paper is marked D+ or below are to sit the exam with the teacher
  on both Part 1 and Part 2, according to the ATTENDING students' compulsory book and readings.
  
  Non-actively attending students shall sit the exam on both Part 1 and Part 2 to be studied on the
  NON ATTENDING students' compulsory book and readings.
  
  Erasmus and International Students are always allowed to follow the rules given for actively
  attending students, provided that they communicate their decision to dr Bartolacelli, in order to
  decide the paper's Part-1-related topic. This without prejudice of opting-in for the Italian
  Partnerships and Company Law instead of the "common" Part 2.

English

English