channel 3
Chair (Coordinator) and Rapporteur: DANIELE UMBERTO SANTOSUOSSO
Lecturers
Objectives
Knowledge and understanding:
The objective of the course is to provide students with an adequate understanding of the fundamental institutions of business and company law. It also aims to stimulate students’ interest in empirical analysis and in the economic aspects of the legal institutions covered.
Applying knowledge and understanding:
By the end of the course, students are expected to be able to correctly identify the legal institutions studied; understand the interrelations between general civil law and commercial law; and explain the main interpretative issues characterizing the living law of businesses and companies. The course particularly aims to introduce students to case-solving techniques and the legal reasoning behind the adopted solutions.
Making judgments:
By the conclusion of the course, students are expected to have developed a sufficiently independent capacity to analyze the legal institutions covered and the related interpretative and practical issues.
Communication skills:
At the end of the course, students should be able to clearly present the concepts of commercial law they have learned, independently establishing logical and legal connections within the subject, using appropriate legal terminology.
Learning skills:
By the end of the course, students are expected to be able to continue their study of the core institutions of business and company law, thus preparing to undertake further study in Commercial Law II on solid foundations.
Prerequisites
A good knowledge of the foundations of Private Law and Commercial Law is strongly recommended.
Programme
The course will focus on the following topics:
- Historical features of commercial law.
- The company and the entrepreneur.
- Relevance and regulation.
- The business.
- Small entrepreneurs, self-employed workers, and intellectual professions.
- Agricultural entrepreneurs.
- Commercial entrepreneurs.
- Companies.
- Partnerships. General and special regulations.
- Simple partnerships.
- General partnerships.
- Limited partnerships.
- Law firms.
- Corporations.
- Historical overview and general characteristics.
- The interests of the company or social interest.
- Corporate social responsibility. Benefit corporations.
- Golden powers
- Joint-stock companies.
- Incorporation and contributions.
- Shares and other participatory financial instruments.
- The shareholders' meeting.
- Directors.
- Controls. The board of statutory auditors. Statutory audit. Judicial control.
- Alternative systems of administration and management control.
- Bonds and debt securities.
- Company books and financial statements.
- Amendments to the articles of association.
- Assets allocated to a specific business
- Limited partnerships with share capital.
- Issuers in the financial market.
- Limited liability companies.
- Dissolution and liquidation of corporations.
- Innovative start-ups and innovative SMEs.
Books
Testi per la preparazione dell'esame:
A.GAMBINO e D.U.SANTOSUOSSO, Impresa e società di persone, Giappichelli, Torino, 2023.
D.U. SANTOSUOSSO, La società per azioni, Torino, 2021.
Per le Sapa, SRL e Cooperative, A.GAMBINO e D.U.SANTOSUOSSO, Società di capitali, Giappichelli, Torino, 2018 (in particolare i capitoli 1, 12, 13 (solo i paragrafi 1 e 6), 14, 15, 19, 20, 21).
During the lessons, articles and judgments will be indicated, the reading of which will be suggested or recommended.
Frequency
Lessons are 3 times a week, with a duration of 2 hours each.
Exam mode
The exam consists of a written and/or oral test.
An evaluation in itinere can be provided with adequate notice.
If a written test procedure is proposed, it will consist of open-ended questions
- Academic year2026/2027
- Degree program to which the course belongslaw
- Lesson code1021261
- Year and semester2nd year - 1st semester
- Activity typeAttività formative caratterizzanti
- Academic areaCommercialistico
- SSDIUS/04
- Mandatory presenceNo
- Languageita
- CFU9 CFU
- Total duration72 hours
- Hours distribution72 classroom hours