M & A TRANSBORDER OPERATIONS
not applicable
The exam will be written. Students with active course participation are entitled to choose between the written exam and an alternative assignment/ written paper on a course topic.
The course aims to offer students the core instruments to understand, know and apply to cases, the fundamentals of business law, with reference to the regulatory function of competition law. For this reason, the course will start with an introduction on EU competition law and will then develop classic topics of business law, such as merger law, and the public regulation of merger controls in Europe.
After this course, the student should be able to:
-Contextualize the development of competition law, in the EU and in the US.
-Explain and apply to specific cases the regulatory pillars developed in EU law, including the Treaty provisions, the secondary law, and the case law of the Court of Justice of the EU.
-Explain and apply to specific cases the regulation concerning mergers and acquisitions.
In the first part, the course will start paving the conceptual premises of the topic, i.e., by laying the economic and legal foundations of EU competition law. Secondly, the key concepts of art. 101 TFEU will be analyzed and contextualized. Third, the course will examine the possibilities for cooperation under Art. 101 and the discipline of merger control, including Regulation No 139/2004 of 20 January 2004 on the control of concentrations between undertakings (the EC Merger Regulation).
In the second part, the course will cover the foundations of business law, focusing on the economic function of the corporation as a legal structure for business, to its advantages and disadvantages; it will cover the major core topics in Corporation Law including the legal nature of the corporation as a business structure, the legal implications of separate corporate personality including limited liability.
In the third part, the course will dig into the different types of mergers and acquisitions established in the law, tackling procedural aspects, and the applicable law in an international context.
Frontal lectures and presentations by students. The course will mix two main instruction methods, i.e., frontal lectures varied with students’ presentations by students on topics selected at the beginning of the course.
The presentations by students will be part of the final grade, so students will build up their final grades thanks to their active participation and engagement during the course.