Master’s degree in Business Administration and Corporate Law

Course partially running (all years except the first)

Mergers and acquisitions

Course code
4S006193
Name of lecturer
Paolo Farinon
Coordinator
Paolo Farinon
Number of ECTS credits allocated
9
Academic sector
SECS-P/07 - BUSINESS ADMINISTRATION AND ACCOUNTING STUDIES
Language of instruction
Italian
Site
VERONA
Period
primo semestre (lauree magistrali) dal Oct 5, 2020 al Dec 23, 2020.

Lesson timetable

Go to lesson schedule

Learning outcomes

The course aims at providing students with the knowledge related to the matters typically concerning the professional practice and to teach some elements of the organization and management of professional firms. In particular, the course is directed to provide a comprehensive knowledge of the following matters: 1) the economic, legal and fiscal implications of business combinations (M&S operations) extending at these complex topics the notions and concepts already assimilated during your studies. Moreover, the objectives of the teaching are to provide the student with the necessary competencies and capabilities to: a) autonomously individuate, in a specific given company situation, the operation that better met the objectives established by management; b) concretely realize the whole operation, considering the fiscal implications and the accounting impacts on the financial statements connected with the regulatory framework and the guidelines of the best national and international practice. 2) the different roles that can undertake the consultant in the context of the company’s business crisis, with reference to the procedures aimed at recovering the company’s going concern conditions. 3) the main aspects related to the organization and run of a professional firm, without omitting a brief analysis on the laws and regulations that discipline the accountant practice. To have the student aware of the concrete issues of the professional practice, the different topics and matters are developed also with the analysis of real business cases.

Syllabus

The course programme is the following:

Part 1 – Business combinations
• the acquisition of business operations
• the contribution of business operations into a company (newco or existing company)
• the merger
• the scission
• the business combinations under the IAS/IFRS
• the transformation of a company
• the liquidation of a company

Part 2 - The role of the professional on the business crisis
• the role of the professional on the bankruptcy procedures;
• the professional as advisor of the company in financial issues;
• the audit report (“certification”) that a professional is required to produce in the context of the procedures aimed at recovering the going concern conditions of a company

Part 3 – The professional practise and the professional firm
• brief notes on the main regulations concerning the professional practice;
• brief notes on the organization and run of a professional firm.

Reference books
Author Title Publisher Year ISBN Note
C. Corsi - P. Farinon Le operazioni straordinarie d'impresa Giappichelli 2018 9788892113893

Assessment methods and criteria

The exam procedures applied to check the student’s knowledge are based on a written test that can be eventually integrated by an oral exam.
The written test is valued on a scale of 1 to 30 and relates to the entire course programme.
As far as the Part 1 (business combinations) is concerned, the written test includes two sections, that are organizes as follows:
- the first section is composed of multiple-choice questions and is aimed at verifying the student’s knowledge on the legal, economic and fiscal implications of the business combinations;
- the second section is based on the methodological implementation of the acquired knowledge on a specific business combination; the student is required to develop the evaluation and accounting representation of the given business combination; this section is aimed at verifying the specific knowledge and skills of the student on the different operating implications of the business combinations.
For the Parts 2 and 3, the exam includes questions with open answers – that may also consist of calculations or data analysis – and is aimed at verifying the knowledge of these Parts and the critical and judgement skills of the student.
The oral exam – which is optional on student’s request if the written test has been passed with a grade higher than 24/30 - is aimed at verifying the communications skills of the student. In particular the oral exam intends to check:
- the depth and extension of the learned concepts;
- the command of language in the explanation of concepts and notions;
- the ability to link in a systematic manner the acquired knowledge.

The exam does not discriminate between students that attend the course and self-taught students.

The remote mode is however guaranteed for all students who request it in the 2020/21 academic year.



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