CODE 64945 ACADEMIC YEAR 2018/2019 CREDITS 9 cfu anno 4 GIURISPRUDENZA 7995 (LMG/01) - GENOVA SCIENTIFIC DISCIPLINARY SECTOR IUS/04 LANGUAGE Italian TEACHING LOCATION GENOVA SEMESTER 1° Semester PREREQUISITES Propedeuticità in ingresso Per sostenere l'esame di questo insegnamento è necessario aver sostenuto i seguenti esami: LAW 7995 (coorte 2015/2016) CONSTITUTIONAL LAW 64900 2015 COMMERCIAL LAW I 64916 2015 INSTITUTIONS OF PRIVATE LAW I 64899 2015 TEACHING MATERIALS AULAWEB OVERVIEW The course focuses on the European discipline of listed companies and the law of the European Union on financial markets. It complements the European insurance law course to provide the background knowledge and case law awareness for the optional course of the EU Financial and Insurance Markets Regulation. Together, these three courses form the Jean Monnet Chair on EU Financial and Insurance Markets Regulation. AIMS AND CONTENT LEARNING OUTCOMES This course introduces to the general issues of European Union financial markets law. It is divided into two parts. The first one provides the legal and institutional framework on the investment services and focuses its attention on the regulation of the public offerings, the prospectus rules, the conduct of business rules and the protection of the retail investors. As regard to the financial exchanges, it focuses on the regulation of the trading, clearing and settlement as essential part of the financial infrastructures. The second part is designed to provide a necessary understanding of the law of the listed companies and the protection of minorities. AIMS AND LEARNING OUTCOMES This course offers an essential overview of the European discipline of listed companies and financial markets. With the aim of providing students with the necessary knowledge to understand and actively participate in some of the most critical events in the life of a listed company, the course delves into a selection of company law and financial market issues through a combination of lectures and class discussions on real-world cases. The course aims to provide students with fundamental knowledge about the European Union's discipline on listed companies and financial markets and to develop a capacity for critical analysis of the main consequences of the regulation of markets and financial intermediaries. PREREQUISITES Knowledge of commercial law and European Union law is required. TEACHING METHODS The course consists of 54 hours of lectures given by the course holder. It is based on the European Union financial services directives and delegated regulations. Moreover, some real cases decided by the Court of Justice of the European Union will be presented, and students will be required to participate in the discussion actively. Teaching materials will be made available on the University of Genoa E-learning Platform. Language: Italian. SYLLABUS/CONTENT Part One: EU rules on investment services. Markets in the Securities Directive - MiFID I, MiFID 2 and MiFIR. The rules of the EU prospectus. The EU framework for ensuring the integrity of markets in financial instruments. EU rules on clearing systems. The European framework for investment funds. Regulatory policy on market infrastructure. The governance of markets, CCPs and CSDs. EU competition policy and financial market infrastructure. The action plan for the Capital Markets Union. Part Two: The EU framework on listed companies. Public offer and admission to listing. Corporate information. Voting proxies. Protection of minorities. Administration and control systems. RECOMMENDED READING/BIBLIOGRAPHY More information on the AulaWeb page. TEACHERS AND EXAM BOARD MICHELE SIRI Ricevimento: For more information: http://www.ddg.unige.it/index.php/personale/653-siri-michele-pagina-personale Exam Board MICHELE SIRI (President) MATTEO BET ALESSANDRA TOSA SHANSHAN ZHU LESSONS LESSONS START Lessons start in the first semester from September 17th to November 30th 2018 Class schedule COMMERCIAL LAW II - EU FINANCIAL MARKET LAW EXAMS EXAM DESCRIPTION For students attending lectures on the Eufimar syllabus the verification of the knowledge acquired shall be performed in Italian through a written test based on the open questions or an oral exam on the reading materials available on the AulaWeb course page. For non-regularly attending students the verification of the knowledge acquired on the default syllabus shall be performed in Italian through a written test based on multiple choice and open questions. Updated information on the AulaWeb page. ASSESSMENT METHODS Information on the AulaWeb page. Exam schedule Data appello Orario Luogo Degree type Note 07/01/2019 08:30 GENOVA Scritto 21/01/2019 08:30 GENOVA Non frequentanti accettazione on line 04/02/2019 08:30 GENOVA Non frequentanti accettazione on line 20/05/2019 08:30 GENOVA Non frequentanti accettazione on line 03/06/2019 08:30 GENOVA Non frequentanti accettazione on line 17/06/2019 08:30 GENOVA Non frequentanti accettazione on line 01/07/2019 08:30 GENOVA Non frequentanti accettazione on line 12/09/2019 08:30 GENOVA Non frequentanti accettazione on line FURTHER INFORMATION Information on the AulaWeb page.
