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 of the current policy and foreseeable trends of the European Union in the field of Sustainability applied to Company and Financial Markets Law.
At the end of the course, students are expected to be able to understand the current trends in European Company Law and the ways the national transposition of European rules can take place, and to handle the main legal instruments currently available in order to assure a company's sustainability pursuant to European Law.

Part 1: European and Comparative Company Law
- Legal Basis for European Company Law;
- Harmonization in European Company Law (Directives and Draft Directives, with examples of implementation in different Member States);
- EUCJ Decisions Regarding Freedom of Establishment (Segers, Daily Mail, Centros, Uberseering, Inspire Art, Cadbury Schweppes, Sevic, Cartesio, National Grid Indus, Polbud);
- Supranational Business Organization Forms (EEIG, SE, SCE; SPE and SUP Drafts).

Part 2: Sustainability in European Company and Financial Markets Law
- Sustainability in general, and theories on the purpose of a company;
- European policies on sustainability: EU Commission Action Plans on Company Law and Corporate Governance for sustainability (2012), on Green Action Plan for SMEs (2014), and on Sustainable Finance (2018);
- Corporate governance and disclosure rules (Non-Financial Reporting Directive);
- Social entrepreneurship;
- European markets and social economy ;
- Multinational groups and CSR;
- Capital Markets Union, financial sustainability, financial support for SMEs, MiFID II Directive and crowdfunding.

Part 1:
- Adriaan F. M. Dorresteijn, Tiago Monteiro, Christoph Teichmann, Erik Werlauff, Nadia Pocher (eds), European Corporate Law (3rd ed.), Kluwer Law International, Alphen aan den Rijn, 2017, Chapters 1, 2, 3, 4, 5, 7, 8, 9

OR, as alternative

- Nicola de Luca, European Company Law, Cambridge University Press, Cambridge, 2017 (Part I, Part II, Part III, Part IV, Part V, Part VI [Chapter 18 only], Part VII[Chapter 19 only])

Part 2:
- Beate Sjåfjell, Christopher M. Bruner (eds), The Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability, Cambridge University Press, 2019, Chapters 1, 6, 14, 37, 43, 46, 47

- European Economic and Social Committee, Recent Evolutions of the Social Economy in the European Union. Study, 2016, available at https://www.eesc.europa.eu/sites/default/files/files/qe-04-17-875-en-n.pdf, Chapters 1, 2, 3, 4 (pages 1-46)

- Janet Dine, The abuse of Company Groups, in Hanne S. Birkmose, Mette Neville & Karsten Engsig Sørensen (eds.), Abuse of Companies, Kluwer Law International, 2019, 35-58

- Danny Busch, The Future of the Capital Markets Union After Brexit, in rivistaodc.eu, 2/2018, 37-58

In addition: the European and international documents that the instructor will make available on the course's website.

• The teacher shall deliver lectures on the issues mentioned in the syllabus. A part of the lectures could be held via IT facilities.
  There will be massive use of flipped classrooms teaching style in particular with reference to the topics included in Part I. Regarding some specific subjects, attending students shall be required to read a few short readings suggested by the teacher, and to deliver a presentation to the colleagues, provoking this way an exchange of views and a debate on the most relevant topics the course deals with.
  

• Actively attending students (75% of classes: 30 hours) will be assessed on the basis of their involvement in the course's activities (quality and quantity) on Part I. They are given the possibility to replace the oral examination on Part II by writing a reflection paper on a subject - to be agreed with the instructor - dealing with different subjects included in Part II. Should the paper's assessment mark be <18/30, they will sit the oral examination on both Part I and II.
  
  Non-actively attending students shall sit the oral examination on both Part 1 and Part 2.
  
  The evaluation considers:
  a) the degree of understanding of the entire system of the ECL (35%);
  b) the knowledge of the issues linked to each topic and the ability to draw the possible forthcoming fallout (35%);
  c) the ability to understand the general lines of EU intervention in ECL and the MS's transposition trends (30%).
  

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