Ateneo - UPO

The general principles of business crisis and insolvency law and the requirements for the application of the relevant legal framework. The prevention and early detection of business distress. Negotiated crisis resolution and the tools for addressing business distress and insolvency, with particular emphasis on preventive composition proceedings (*concordato preventivo*). Judicial liquidation and its effects on debtors, creditors and ongoing legal relationships. Over-indebtedness procedures and debt discharge. An introduction to compulsory administrative liquidation and the extraordinary administration of large insolvent enterprises.

S. Pacchi - S. Ambrosini, Diritto della crisi e dell'insolvenza, Zanichelli, 5th edition, 2026.
S. Ambrosini - M. Aiello, ll nuovo concordato preventivo, Pacini Giuridica, 2024.
During the lectures, the various parts from which attending students are exempted will be indicated.
For students who wish to delve deeper into the historical-comparative part, we recommend reading A. Jorio, Il diritto della crisi e dell'insolvenza, Giappichelli, 2023, pages. 1-82.

Basic knowledge regarding insolvency, business crisis, insolvency proceedings, and instruments for regulating the crisis and insolvency.

Knowledge of the main concepts and rules of private law and commercial law, particularly obligations, contracts, security interests and guarantees, creditor protection, and the legal framework governing enterprises and companies. Basic knowledge of civil procedure, especially judicial remedies and the enforcement of judgments, is helpful.

Classroom lessons.

Class attendance is voluntary (not mandatory). Students with physical disabilities, Learning Disabilities or Special Education Needs can request specific services and tools via the Staff Sviluppo e Coordinamento Carriere e Servizi alle Studentesse e agli Studenti, consulting the University webpage: https://www.uniupo.it/en/services/servicesstudents-physical-or-learning-disabilities Students with disabilities, learning disabilities or specialeducation needs, once they have contacted the University Staff, can refer to the tutor incharge of the course to define the examination modalities, concerning academic aspects.

Oral exams (with the possibility of including written tests with open-ended questions). The course involves the implementation of compensatory and dispensatory tools for students with Specific Learning Disabilities (Law 170/2010) or for students who fall under the so-called Special Educational Needs. The individualization of learning and exam methods will be agreed upon in class.

The course begins with an examination of the evolution of insolvency law and the general principles governing business distress and insolvency. It covers the objectives and scope of the legal framework and the concepts of business distress and insolvency, with particular attention to the relationship between creditor protection, business recovery and business continuity.

The course then addresses the prevention and early detection of business distress, the role of organisational, administrative and accounting arrangements, and the duties of corporate bodies. Within this framework, negotiated crisis resolution (*composizione negoziata*) will be examined, including access requirements, the expert’s functions, the conduct of negotiations and their possible outcomes, including simplified composition proceedings (*concordato semplificato*).

The course continues with certified restructuring plans, debt restructuring agreements, moratorium agreements and restructuring plans subject to court approval, focusing on their respective features and differences. It also covers the general rules governing access to restructuring and insolvency tools and the role of protective and precautionary measures.

Particular attention will be devoted to preventive composition proceedings (*concordato preventivo*), covering both arrangements involving liquidation and those aimed at business continuity. Topics include access requirements, the content of the proposal and plan, the classification of creditors, the treatment of claims, the functions of the bodies involved in the proceedings, voting, court approval and implementation, as well as termination and annulment. The position of shareholders and directors in corporate restructuring will also be considered.

A subsequent part examines judicial liquidation: its requirements and commencement, the bodies involved, its effects on debtors, creditors and ongoing legal relationships, avoidance actions, the verification of claims, the realisation of assets, distributions to creditors and closure. Composition arrangements within judicial liquidation will also be discussed.

The programme concludes with over-indebtedness procedures, including consumer debt restructuring, minor composition proceedings (*concordato minore*) and controlled liquidation, together with debt discharge. An introduction will also be provided to compulsory administrative liquidation and the extraordinary administration of large insolvent enterprises.

By the end of the course, students will be able to understand and explain the principles and main concepts of business crisis and insolvency law, distinguishing the objectives, requirements and effects of the various restructuring tools and insolvency proceedings, with particular attention to preventive composition proceedings (*concordato preventivo*) and judicial liquidation. Students will be able to explain the legal position of debtors, creditors and other parties involved, recognising the connections with private and company law and the need to protect the different interests at stake. The knowledge acquired will enable students to analyse straightforward cases, identify the relevant legal provisions and potentially applicable tools, and develop and present reasoned arguments using appropriate legal terminology. Students will also acquire the methodological skills needed to pursue independent study and keep abreast of legislative developments and case law.