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Learning Objectives

LEARNING OUTCOMES:The course aims at providing the students with fundamentals on EU policies, strategies, actions in sustainable finance. The course will address ESG factors and their impact on capital markets and company law issues, instructing the students to analyze EU rules.
KNOWLEDGE AND UNDERSTANDING: Knowledge and understanding of the EU capital markets and company law framework on ESG and sustainable finance.
APPLYING KNOWLEDGE AND UNDERSTANDING: Search for, understand, construe the EU sources of law on topics of interest
MAKING JUDGEMENTS: Ability to self assess and analize construing options of relevant norms on relevant topics
COMMUNICATION SKILLS: Ability to illustrate a legal topic related to financial markets regulation and sustainability
LEARNING SKILLS: Ability to read a EU legal text related to financial markets regulation and sustainability and to identify the crucial norms and issues


according to the University Programme


The course aims to investigate the legal framework of EU sustainable finance, in order to understand EU strategies, policies and legal sources to improve the flow of investments towards sustainable activities across the European Union. The course addresses the legal sources which are planning to transform environmental, social and governance (ESG) considerations from ethical nudges into a driver for business strategies and new purposes of public and private companies. The Course will roughly follow this table of contents, subject to a preliminary part on prospectus and investment services and investment firms in the EU:
1. EU 2018 Action Plan on Sustainable Finance 2. Directive on corporate sustainability reporting 3. Regulation on Sustainable Finance Disclosure Regulation 4. Regulation on taxonomy of environmentally sustainable activities 5. Integration of sustainability into Mifid regime 6. Sustainability and corporate governance


La preparazione avviene su testi normativi, libro di testo, e articoli di dottrina (v. elenco sotto riportato). Il libro di testo è il seguente: European Capital Markets, by R. Veil, third edition, HART
1.Overview of EU securities regulation: A) prospectus regulation no. 2017/2019
References: Book Chapters (2 paras. 7-9; 4 paras. 16-17) + Regulation text (relevant articles)
2. Overview of EU securities regulation: B) Mifid 2 Directive no. 2014/65
References: Book Chapters (5 (but for para. 24; 6 and 7) + Directive text (relevant articles)
3. Non-financial disclosure Directive no. 2014/95
References: Directive Text (relevant articles)
4. Sustainable Finance Disclosure Regulation no. 2088/2019
References: Regulation Text + Paper (uploaded on MS Teams)
5. Taxonomy Regulation no. 852/2020
References: Regulation Text + Paper (uploaded on MS Teams)
6. Mifid integration of sustainability
References: Regulation text no. 565/2017 (relevant articles) + Directive text no. 2021/1269
7. Sustainability Due Diligence
References: Proposal Text (as of 23 Feb 2022, 2022/0051COD relevant articles) + ECGI webinars https://youtu.be/qe8QMgRh28g (minutes 0-60 + minutes from 1:40 to 1:60 and https://youtu.be/dkqYwcfU6gg minutes 0-45)


R. Costi Il mercato mobiliare Giappichelli
A. Perrone Il diritto del mercato dei capitali Giuffre
F. Annunziata La disciplina del mercato mobiliare Giappichelli
Securities Regulations: The Essentials
by Stephen J. Choi (Author), A.C. Pritchard (Author)

Teaching methods

on site and in presence lectures. Discussion with students of issues.

Exam Rules

The exam will be in writing (on site): duration of 1 hour and 30 minutes, including 1 open-end question, 0-10 points; 2 true or false questions with a short explanation or 2 short-open end questions, 0-5 points each; 5 multiple-choice questions, 2 points each, no penalty for a wrong answer. The teacher retains the option to verify the written exam grade with oral questions on any part of the syllabus. Optional Take-home (a) write and deliver to the teacher a report on a given topic, and (b) present the report in a 5 to 10 minutes video. Maximum 5 points.