Teaching code

4S003752

Teacher

Mario Furno

Coordinator

Mario Furno

Credits

9

Language

English

Scientific Disciplinary Sector (SSD)

IUS/04 - BUSINESS LAW

Period

Primo semestre LM dal Sep 30, 2024 al Dec 23, 2024.

Courses Single

Authorized

Lessons timetable Moodle Seminars 0

Learning objectives

The main object of the course is to prepare the students to understand the mechanisms of laws and of trades that companies face to enter into cross-border markets and how to draft business agreements to limit or to prevent risks or losses. Essential guidelines of the course are the awareness of risks arising from cross-border business activities, as well as the early risk management. Starting from the point of view on how to manage the risk in an international context, the course will examine some types of commercial contracts that companies use to enter into foreign markets (e.g. sales contract, distribution agreement, know-how licensing agreement, consignment stock) and other contracts that are essential to prevent or to limit compensations or losses (e.g. confidentially agreement, guarantees). Furthermore, the implementation of the principle of freedom of establishment, the main company governance systems (particularly the latin system, the one-tier and two-tier system) and the principle of the single undertaking will be also analysed. Students will be active part of lessons and of the course itself. Projects will be assigned to students who will examine and present the project by using slides. A written report will be needed as well. At the end of the course students will show to be able to understand and manage companies’ internationalisation with the twofold aim of evaluating and preventing the risk with reference to the tools analysed during the course.

Prerequisites and basic notions

The main object of the course is to prepare the students to understand the mechanisms of laws and of trades that companies face to enter into cross-border markets and how to draft business agreements to limit or to prevent risks or losses. Essential guidelines of the course are the awareness of risks arising from cross-border business activities, as well as the early risk management. Starting from the point of view on how to manage the risk in an international context, the course will examine some types of commercial contracts that companies use to enter into foreign markets (e.g. sales contract, distribution agreement, know-how licensing agreement, consignment stock) and other contracts that are essential to prevent or to limit compensations or losses (e.g. confidentially agreement, guarantees). Furthermore, the implementation of the principle of freedom of establishment, the main company governance systems (particularly the latin system, the one-tier and two-tier system) and the principle of the single undertaking will be also analysed. Students will be active part of lessons and of the course itself. Projects will be assigned to students who will examine and present the project by using slides. A written report will be needed as well. At the end of the course students will show to be able to understand and manage companies’ internationalization with the twofold aim of evaluating and preventing the risk with reference to the tools analysed during the course.

Program

How to manage the risk concerning internationalization by using contracts and/or company’s operation.
1)Contracts: Essential and accidental requirements; analysis and managing of contractual clauses.
2)Analysis and Managing of some peculiar contracts to limit the risk: No disclosure agreement, Autonomy Guarantee, Fideiussione, Comfort Letter, Distribution, Agency, Consignment Stock
3)Freedom of Establishment; Harmonization and Standardization Principles; Incorporation Principle and Real Sits Principle
4)European Directives concerning Companies
5)European Company
6)Guideline Principles concerning Companies’ structure and risks of different types of governance in the view of the internationalization.

Didactic methods

Oral analysis of the subject with active participation of the students.
Team work projects with oral presentation and written report (reserved for attending students)

Learning assessment procedures

Oral examination relating to the subject and the teams' work projects

Evaluation criteria

knowledge and understanding of the subject, ability to develop and apply the principles.

Criteria for the composition of the final grade

The work project (reserved only for those who attend) grants the right to an additional mark (which depends on the result of the work).

Exam language

english