Italian Abstract: Revoca degli amministratori designati ed eletti dallo Stato e altri enti pubbli... more Italian Abstract: Revoca degli amministratori designati ed eletti dallo Stato e altri enti pubblici nelle società a partecipazione pubblica. Applicabilità della prorogatio lunga privatistica (aart. 2385, comma 2, codice civile) e non della prorogatio breve pubblicistica (Legge 444/1994). English Abstract: The revocation of managers in the State-owned corporations must be regulated by the civil code (article 2385, co. 2, civil code). The law on directors appointment into public entities is not applicable, because State-owned corporations have a private form, so that civil law prevails (Ley 444/1994).
The public-owned corporations under italian company law.
le società a partecipazione pubblica nel... more The public-owned corporations under italian company law. le società a partecipazione pubblica nel diritto italiano ed europeo.
Active Institutional Investors and the post-Millennials, in E. Marchisio (editor), Analyzing multidisciplinary Uses and impact of innovative Technologies, 2022
This paper in the first place attempts to answer to the main question who are the “active Institu... more This paper in the first place attempts to answer to the main question who are the “active Institutional Investors”, to describe the rise of the impact investing phenomenon and to explain the role of the Covid-19 pandemic crisis in accelerating the rise of the sustainable finance. Moreover, the second part of this work look at the Italian specific context and describe what kind of institutional investors are more widespread in Italy among the new generations of investors, the so-called Post-Millennials, and particularly among the “Z-Generation”, or “Gen-Z” (so defined by Strauss - Howe, 1991). The ultimate goal is to verify the real propensity of this cohorts of investors towards this new financial investment model, that is impact investing, which actually invest assets according to the ESG criteria.
Analyzing Multidisciplinary Uses and Impact of Innovative Technologies
This chapter, moving from some brief general considerations on different types (or models) of “ac... more This chapter, moving from some brief general considerations on different types (or models) of “active” (or “activist”) institutional investors, analyses the birth of the “impact investing” phenomenon and the role of the COVID-19 pandemic crisis in accelerating the rise of sustainable finance. Within this framework are identified those institutional investors that effectively invest their assets according to the “ESG” criteria, highlighting that the post millennials, or Generation Z, are—at least apparently—the chosen beneficiaries of this new financial investment model.
This article begins by distinguishing between financial intermediaries and institutional investor... more This article begins by distinguishing between financial intermediaries and institutional investors, and providing a taxonomy of the different types of active behaviours starting with the formal, more traditional and widely-known typologies of activism, then redirecting focus to other informal forms of activism, disentangling the "collective" from the "individual" ones. References will be made to American, British, French, German, Italian and Spanish contexts. Some limited remarks will be devoted to identifying the specifics aims and similarities of other international jurisdictions (for example to Icelandic one for its slate voting system for the appointment of directors, which is very similar to the Italian system). H.
The study aims to reconstruct in a systematic way the legal framework of university and academic ... more The study aims to reconstruct in a systematic way the legal framework of university and academic spin-offs in the form of italian limited liability company (società a responsabilità limitata – s.r.l.). The s.r.l, in many ways, is the organizational form best suited to the needs of the university and academic spin-offs, which is made evident by the fact that according to the empirical data the shape of the «s.r.l.» is dominant. The study also intends to present a model of articles of association for university and/or academic spin-offs, illustrating the terms more congenial to the achievement of its economic function
Italian Abstract: L'innegabile dominanza del tipo della "limited" nel panorama soci... more Italian Abstract: L'innegabile dominanza del tipo della "limited" nel panorama societario internazionale spiega perche il tipo sia stato rinnovato nella gran parte degli ordinamenti, anche al fine di contrastare la crisi economico-finanziaria.English Abstract: The undeniable dominance of the "limited" in the little companies context shows why its normative has been renewed almost everywhere, also to contrast the economic and financial world wide crisis.Sometimes legislators have been modifying existing company types, sometimes have been introduced new models, fairly rarely new corporate types arise.Furthermore, elements of models circulation maybe observed.
The essay starts from the premise that the "legal variable" is not the only important v... more The essay starts from the premise that the "legal variable" is not the only important variable that determines the active behavior of financial intermediaries and institutional investors when they are shareholders of a company. Giving largely presumed the distinction among the different types of formal and informal activism, the essay underlines the main factors that determine the behavior of the major financial intermediaries and institutional investors in the markets, in particular the effect of the asset allocation and investment rules on their corporate behavior, with the aim of integrating the legal analysis. It has been observed that an important part of activism comes from financial intermediaries that are not institutional investors, and the main differences between the different categories of active investors. It has also been underlined the level of criticality of any estimates on professional and institutional activism, in particular because the data on activism...
This article begins by distinguishing between financial intermediaries andinstitutional investors... more This article begins by distinguishing between financial intermediaries andinstitutional investors, and providing a taxonomy of the different types of active behaviours starting with the formal, more traditional and widely-known typologies of activism, thenredirecting focus to other informal forms of activism, disentangling the "collective" from the "individual" ones. References will be made to American, British, French, German, Italianand Spanish contexts. Some limited remarks will be devoted to identifying the specifics aims and similarities of other international jurisdictions (for example to Icelandic one for its slate voting system for the appointment of directors, which is very similar to the Italian system).
<b>Italian Abstract:</b> La riforma del diritto concorsuale attuata con il d.lgs. 12 ... more <b>Italian Abstract:</b> La riforma del diritto concorsuale attuata con il d.lgs. 12 gennaio 2019, n. 14, o codice della crisi d’impresa e dell’insolvenza, segna, particolarmente per la materia dell’amministrazione e del controllo interno, un riavvicinamento della s.r.l. alla s.p.a., in parziale controtendenza rispetto a quanto era avvenuto con la riforma del diritto societario. Il codice della crisi impone, così, di verificare se i confini del tipo s.r.l. e della sua disciplina, così come a suo tempo ridisegnati dalla riforma del diritto societario, siano stati modificati dalla riforma del diritto concorsuale.<br><br><b>English Abstract:</b> The reform of the insolvency law implemented with the d.lgs. 12 January 2019,no. 14, the so-called Code of the crisis and insolvency (hereinafter the “Code”), seems to mark a rapprochement of the discipline of the limited (s.r.l.) to the discipline of the joint stock company (s.p.a.), in partial contrast with the reform of company law, and thus induces to re-examine the limited company model in the light of the changes introduced by the Code.<br><br>Thus the code of the crisis requires us to verify whether the boundaries of the“s.r.l.” and its discipline – as previously restyled by the reform of company law – have been modified by the bankruptcy proceedings reform.
State shareholding in Italy has features which are linked both to the quantitativesignificance of... more State shareholding in Italy has features which are linked both to the quantitativesignificance of the phenomenon and to the fact that special powers of appointment and removal of directors and members of the board of statutory auditors may be entrusted to the state as well as other public entities, such as municipalities, by means of the articles of association. These special powers have no equal in other legal systems. Among these powers, the power of appointment of directors is the most significant because the particular relationship between the nominating public authority and the director appointed by it may result in a significant influence on the company’s interests. In ‘closed’ public limited companies special powers of direct appointment may be entrusted to the state-shareholder in a proportional manner to the size of its shareholding.
The essay begins with the premise that the legal variable is not the only important element in de... more The essay begins with the premise that the legal variable is not the only important element in determining the “active behavior” of financial intermediaries and institutional investors. Disregarding the distinction among the different typologies of formal and informal activism, this essay underlines factors that influence the behaviors of major financial intermediaries and institutional investors beyond the legal variable – namely economic and political constraints, management strategies and asset allocation rules, and contractual obligations toward the customer. The combination of these factors lead to very different results for each “category” of financial intermediaries and institutional investors, and explains the apparently paradoxical results; that is, at first glance, traditional long-term investors are frequently passive while traditional short term investors are frequently active. Furthermore, several surveys on activism show that the main part of activism phenomena comes f...
Italian Abstract: Revoca degli amministratori designati ed eletti dallo Stato e altri enti pubbli... more Italian Abstract: Revoca degli amministratori designati ed eletti dallo Stato e altri enti pubblici nelle società a partecipazione pubblica. Applicabilità della prorogatio lunga privatistica (aart. 2385, comma 2, codice civile) e non della prorogatio breve pubblicistica (Legge 444/1994). English Abstract: The revocation of managers in the State-owned corporations must be regulated by the civil code (article 2385, co. 2, civil code). The law on directors appointment into public entities is not applicable, because State-owned corporations have a private form, so that civil law prevails (Ley 444/1994).
The public-owned corporations under italian company law.
le società a partecipazione pubblica nel... more The public-owned corporations under italian company law. le società a partecipazione pubblica nel diritto italiano ed europeo.
Active Institutional Investors and the post-Millennials, in E. Marchisio (editor), Analyzing multidisciplinary Uses and impact of innovative Technologies, 2022
This paper in the first place attempts to answer to the main question who are the “active Institu... more This paper in the first place attempts to answer to the main question who are the “active Institutional Investors”, to describe the rise of the impact investing phenomenon and to explain the role of the Covid-19 pandemic crisis in accelerating the rise of the sustainable finance. Moreover, the second part of this work look at the Italian specific context and describe what kind of institutional investors are more widespread in Italy among the new generations of investors, the so-called Post-Millennials, and particularly among the “Z-Generation”, or “Gen-Z” (so defined by Strauss - Howe, 1991). The ultimate goal is to verify the real propensity of this cohorts of investors towards this new financial investment model, that is impact investing, which actually invest assets according to the ESG criteria.
Analyzing Multidisciplinary Uses and Impact of Innovative Technologies
This chapter, moving from some brief general considerations on different types (or models) of “ac... more This chapter, moving from some brief general considerations on different types (or models) of “active” (or “activist”) institutional investors, analyses the birth of the “impact investing” phenomenon and the role of the COVID-19 pandemic crisis in accelerating the rise of sustainable finance. Within this framework are identified those institutional investors that effectively invest their assets according to the “ESG” criteria, highlighting that the post millennials, or Generation Z, are—at least apparently—the chosen beneficiaries of this new financial investment model.
This article begins by distinguishing between financial intermediaries and institutional investor... more This article begins by distinguishing between financial intermediaries and institutional investors, and providing a taxonomy of the different types of active behaviours starting with the formal, more traditional and widely-known typologies of activism, then redirecting focus to other informal forms of activism, disentangling the &quot;collective&quot; from the &quot;individual&quot; ones. References will be made to American, British, French, German, Italian and Spanish contexts. Some limited remarks will be devoted to identifying the specifics aims and similarities of other international jurisdictions (for example to Icelandic one for its slate voting system for the appointment of directors, which is very similar to the Italian system). H.
The study aims to reconstruct in a systematic way the legal framework of university and academic ... more The study aims to reconstruct in a systematic way the legal framework of university and academic spin-offs in the form of italian limited liability company (società a responsabilità limitata – s.r.l.). The s.r.l, in many ways, is the organizational form best suited to the needs of the university and academic spin-offs, which is made evident by the fact that according to the empirical data the shape of the «s.r.l.» is dominant. The study also intends to present a model of articles of association for university and/or academic spin-offs, illustrating the terms more congenial to the achievement of its economic function
Italian Abstract: L'innegabile dominanza del tipo della "limited" nel panorama soci... more Italian Abstract: L'innegabile dominanza del tipo della "limited" nel panorama societario internazionale spiega perche il tipo sia stato rinnovato nella gran parte degli ordinamenti, anche al fine di contrastare la crisi economico-finanziaria.English Abstract: The undeniable dominance of the "limited" in the little companies context shows why its normative has been renewed almost everywhere, also to contrast the economic and financial world wide crisis.Sometimes legislators have been modifying existing company types, sometimes have been introduced new models, fairly rarely new corporate types arise.Furthermore, elements of models circulation maybe observed.
The essay starts from the premise that the "legal variable" is not the only important v... more The essay starts from the premise that the "legal variable" is not the only important variable that determines the active behavior of financial intermediaries and institutional investors when they are shareholders of a company. Giving largely presumed the distinction among the different types of formal and informal activism, the essay underlines the main factors that determine the behavior of the major financial intermediaries and institutional investors in the markets, in particular the effect of the asset allocation and investment rules on their corporate behavior, with the aim of integrating the legal analysis. It has been observed that an important part of activism comes from financial intermediaries that are not institutional investors, and the main differences between the different categories of active investors. It has also been underlined the level of criticality of any estimates on professional and institutional activism, in particular because the data on activism...
This article begins by distinguishing between financial intermediaries andinstitutional investors... more This article begins by distinguishing between financial intermediaries andinstitutional investors, and providing a taxonomy of the different types of active behaviours starting with the formal, more traditional and widely-known typologies of activism, thenredirecting focus to other informal forms of activism, disentangling the "collective" from the "individual" ones. References will be made to American, British, French, German, Italianand Spanish contexts. Some limited remarks will be devoted to identifying the specifics aims and similarities of other international jurisdictions (for example to Icelandic one for its slate voting system for the appointment of directors, which is very similar to the Italian system).
<b>Italian Abstract:</b> La riforma del diritto concorsuale attuata con il d.lgs. 12 ... more <b>Italian Abstract:</b> La riforma del diritto concorsuale attuata con il d.lgs. 12 gennaio 2019, n. 14, o codice della crisi d’impresa e dell’insolvenza, segna, particolarmente per la materia dell’amministrazione e del controllo interno, un riavvicinamento della s.r.l. alla s.p.a., in parziale controtendenza rispetto a quanto era avvenuto con la riforma del diritto societario. Il codice della crisi impone, così, di verificare se i confini del tipo s.r.l. e della sua disciplina, così come a suo tempo ridisegnati dalla riforma del diritto societario, siano stati modificati dalla riforma del diritto concorsuale.<br><br><b>English Abstract:</b> The reform of the insolvency law implemented with the d.lgs. 12 January 2019,no. 14, the so-called Code of the crisis and insolvency (hereinafter the “Code”), seems to mark a rapprochement of the discipline of the limited (s.r.l.) to the discipline of the joint stock company (s.p.a.), in partial contrast with the reform of company law, and thus induces to re-examine the limited company model in the light of the changes introduced by the Code.<br><br>Thus the code of the crisis requires us to verify whether the boundaries of the“s.r.l.” and its discipline – as previously restyled by the reform of company law – have been modified by the bankruptcy proceedings reform.
State shareholding in Italy has features which are linked both to the quantitativesignificance of... more State shareholding in Italy has features which are linked both to the quantitativesignificance of the phenomenon and to the fact that special powers of appointment and removal of directors and members of the board of statutory auditors may be entrusted to the state as well as other public entities, such as municipalities, by means of the articles of association. These special powers have no equal in other legal systems. Among these powers, the power of appointment of directors is the most significant because the particular relationship between the nominating public authority and the director appointed by it may result in a significant influence on the company’s interests. In ‘closed’ public limited companies special powers of direct appointment may be entrusted to the state-shareholder in a proportional manner to the size of its shareholding.
The essay begins with the premise that the legal variable is not the only important element in de... more The essay begins with the premise that the legal variable is not the only important element in determining the “active behavior” of financial intermediaries and institutional investors. Disregarding the distinction among the different typologies of formal and informal activism, this essay underlines factors that influence the behaviors of major financial intermediaries and institutional investors beyond the legal variable – namely economic and political constraints, management strategies and asset allocation rules, and contractual obligations toward the customer. The combination of these factors lead to very different results for each “category” of financial intermediaries and institutional investors, and explains the apparently paradoxical results; that is, at first glance, traditional long-term investors are frequently passive while traditional short term investors are frequently active. Furthermore, several surveys on activism show that the main part of activism phenomena comes f...
REGOLE DEL MERCATO E MERCATO DELLE REGOLE IL DIRITTO SOCIETARIO E IL RUOLO DEL LEGISLATORE a cura di CARCANO - MOSCA - VENTORUZZO giuffrè 2016, 2016
1. Premessa.—2. L’azionista investitore istituzionale e professionale.—
3. Principali variabili ... more 1. Premessa.—2. L’azionista investitore istituzionale e professionale.—
3. Principali variabili comportamentali dell’azionista investitore istituzionale e
professionale attivo. — 4. Le proposte di emendamento alla Shareholders
Rights Directive. — 5. Proxy advisory firms e politica partecipativa dell’azionista
- investitore istituzionale e professionale. — 6. Dalla gestione delegata
alla gestione esternalizzata. Le raccomandazioni di voto — 7. Prime e sommarie
conclusioni.
Nuove opportunità e sfide per le banche di credito cooperativo: la riforma 2016, a cura di M.C. Cardarelli, 2017
1. Il nuovo diritto delle banche mutualistiche. Premesse sistematiche. – 2. Alcuni dati. – 3. Gli... more 1. Il nuovo diritto delle banche mutualistiche. Premesse sistematiche. – 2. Alcuni dati. – 3. Gli strumenti di ripatrimonializzazione nel diritto azionario. – 3.1. Segue. Nella disciplina delle operazioni straordinarie. – 3.2. Segue. Nelle regole di governo societario. – 4. Strumenti di ripatrimonializzazione e dimensione del gruppo: il ruolo finanziario della capogruppo. – 5. Le fonti di finanziamento delle banche di credito cooperativo nella riforma. Prime conclusioni.
Collana del Dipartimento di scienze giuridiche università di Sassari, 2002
Analisi storico-sistematica del contratto di gestione di portafogli dalle origini, e dei contratt... more Analisi storico-sistematica del contratto di gestione di portafogli dalle origini, e dei contratti vicini per causa contrattuale. Peculiarità del contratto e originalità dello schema contrattuale
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le società a partecipazione pubblica nel diritto italiano ed europeo.
The ultimate goal is to verify the real propensity of this cohorts of investors towards this new financial investment model, that is impact investing, which actually invest assets according to the ESG criteria.
le società a partecipazione pubblica nel diritto italiano ed europeo.
The ultimate goal is to verify the real propensity of this cohorts of investors towards this new financial investment model, that is impact investing, which actually invest assets according to the ESG criteria.
3. Principali variabili comportamentali dell’azionista investitore istituzionale e
professionale attivo. — 4. Le proposte di emendamento alla Shareholders
Rights Directive. — 5. Proxy advisory firms e politica partecipativa dell’azionista
- investitore istituzionale e professionale. — 6. Dalla gestione delegata
alla gestione esternalizzata. Le raccomandazioni di voto — 7. Prime e sommarie
conclusioni.