LEARNING OUTCOMES

The course aims to provide students with the adequate tools to understand and critically analyze from the legal point of view the challenges that technological evolution entails for the financial sector, with the objective of acquiring useful skills to apply in the future working environment. Students, after having refreshed the bases of banking regulation and studied investment services and financial markets laws (Italian financial markets code and relative Consob Regulations; main European Directives and Regulations in the financial law field), will apply such knowledge to the context of the main Fintech categories, delving into the most significant aspects. For each of the main Fintech applications, in fact, we will analyze the most relevant risks and benefits, legal issues raised, regulatory responses and doctrines, with special reference to the Italian and European regulatory framework, in addition to the main international principles and guidelines. Lectures providing explanations and commentary on the laws will be accompanied by the analysis of practical cases, judicial decisions and collective discussions and practical exercises, in order to allow students, not only to understand the topics discussed from a legal point of view but also to acquire the tools to navigate with confidence and at a professional level the new digital economy, applying legal rules and reasoning to practical cases and specific issues. The course will focus on the regulation of banking, payment services and financial markets and investment services but, also because of the multi-sectorial nature of the fintech sector and practical perspective of the course, it will adopt a multi-disciplinary approach, dealing therefore also with issues within insurance law, company and business law, competition law, private law and data protection, public law, international private law, ethics, law and economics. Experts from the sector will be invited to share their precious experience and knowledge.

AIMS AND LEARNING OUTCOMES

• Knowledge and understanding: the students will acquire adequate knowledge and understanding of the main concepts and rules in the area of banking law and capital markets (with particular regard to TUB, TUF and EU law) applied to digital economy, fintech and sustainability (advanced alphabetic-functional competence)
• Ability to apply knowledge and understanding. The students will be able to apply the knowledge to practical cases, conduct research and understand and solve technical issues emerging in practice in deploying technology to the financial sector
• Critical and autonomous thinking. The students will develop the ability to use and apply their knowledge from a theoretical and practical point of view in different contexts, with autonomous critical thinking (advanced personal compentence)
• Communication skills. The students will acquire the ability to use the technical language used by lawyers and by the financial sector to communicate with professionals, experts but also the general public; thanks to the participation to the seminars and work groups, students will develop soft skills (presentation, communication, team work: advanced social competence; creative competence)
• Learning skills. The students will develop learning skills which will allow them to keep deepen independently new issues and future applications in the area of financial innovation and to adequately deal with the challenges that might emerge in their future working context (advanced learn how to learn competence).

TEACHING METHODS

Lessons (with active participation of students; role-playing; instant polling; case-based learning) and seminars (with presentations by students and by external experts: team-based learning, case-based and problem-based learning, debate, role playing). 

Students with disabilities and working students are invited to contact the teacher.

SYLLABUS/CONTENT

Part I: first overview/background

• Banking sector, financial markets and insurance: general principles as regards regulation and supervision in Italy (Banca d’Italia, Consob, etc.) and at European level (Banking Union, European Supervisory Authorities, etc.)
  • Credit institutions, various financial services providers (Art. 106 TUB, PSPs/EMP, etc) (only briefly)
  • Investment firms, markets, institutional investors and collective investment vehicles (TUF, Consob Regulations; MiFID II/MiFIR, etc.): authorisation and requirements (prudential, organizational, etc.;), supervision
  • Insurance firms and reinsurance (only briefly)
  • AML/CT and other additional relevant laws
• Client protection
  • Protection of credit institutions’ clients
  • Investor protection

Part II: Fintech and financial regulation (general)

• Fintech and digital economy: overview
  • Overview of main features and elements.
  • Focus on banking, payment, financial markets sectors
• Fintech and the law
  • Main legal issues (legal classifications, applicable law, level-playing field, etc.).
  • Regulatory and supervisory context (national/EU/international) (Digital Finance Strategy).
  • New approaches (innovation hubs, sandbox, opt-in regimes, RegTech e SupTech, etc.)

Part III: Analysis of specific Fintech in relation to relevant financial regulation

• Platform economy
  • Digital platform in general and specifically in the financial sector. In particular, crowdfunding platforms
    • Lending-based crowdfunding
    • Investment-based crowdfunding
    • Invoice trading
    • Regulation on European Crowdfunding Service Providers for Business (1503/2020)
• Blockchain, virtual currencies and tokens
  • DLT and application in the financial sector
  • Smart contracts
  • Crypto-assets; Tokens, Initial Coin Offering e ulteriori declinazioni (Initial Security Offerings, Initial Exchange Offerings, etc.), Decentralized Autonomous Organizations (recent EU DLT pilot and MiCAR proposals).
• Artificial intelligence, big data
  • Main applications in the financial field and legal issues; main risks and benefits (data protection, fairness, transparency, accountability, algo-governance, etc.)
  • In particular, robo-advice and law on investment advice and individual portfolio management
  • Trading venues and high frequency trading
  • Insurtech (Pay-as-you go, automatic underwriting/payment, peer-to-peer insurance: briefly)
  • Price discrimination, creditworthiness assessment
• Fintech banks and authorisation
• Digital payments
  • banks, PSP/EMP, credit cards and fintech innovations: open banking and open finance. PSD 2 and third party providers
  • Cyber-security and ‘DORA’ proposal
• Big tech and financial services
  • Big tech entering the banking and payment sectors: main issues.
  • Banking-as-a-service, banking-as-a-platform, neo-bank; cloud computing, outsourcing P

Part IV. New frontiers: Green fintech/sustainable digital finance

• sustainable development and UN SDGs (2030 agenda); EU policies in favour of sustainable development
• the role of sustainable finance in achieving the UN SDGs
• The EU sustainable finance action plan (2018) and strategy (2021)
• Analysis of the main legal instruments in the area and impact on pre-existing financial regulation: EU green taxonomy, CSRD and SFDR, climate-related benchmarks and ecolabel, MiFID II and sustainability preferences; prudential regulation/supervision and sustainability risks
• green fintech/sustainable digital finance: main applications /green crowdfunding, green tokens, DLT-based p2p energy grids, use of big data and from satellites for ESG assessment, etc.) and legal issues. 

RECOMMENDED READING/BIBLIOGRAPHY

Slides and recommended material will be available through Aulaweb. 

For the general part on financial regulation, students might refer (on voluntary basis, as a support to slides) on the following handbooks: 

o De Poli Matteo, Fundamentals of European Banking Law, Kluwer, 2020 + Rüdiger Veil, European Capital Markets Law, Bloomsbury 2020 (or more recent edition)

o Matthias Haentjens & Pierre De Gioia Carabellese, European Banking and Financial Law, Routledge, 2020 (or more recent edition)