3855 - BUSINESS COMBINATIONS AND OTHER EXTRAORDINARY CORPORATE TRANSACTIONS
Academic Year 2020/2021
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ALDO PAVAN (Tit.)
- Teaching style
- Lingua Insegnamento
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The Business Combinations course is aimed at developing the analytical and problem solving capacities of the students related to advanced advisory and managerial skills on rationale and techniques related to business combinations and other extraordinary operations.
In line with the Dublin Descriptors, the learning skills acquired at the end of the course can be classified as follows:
1) Knowledge and understanding. The course permits to study the techniques and the theoretical approaches to extraordinary corporate transactions.
2) Applying knowledge and understanding. The concepts being studied are applied during case-studies classes and ad hoc exercises. The aim is to make students able to understand and apply mechanisms and tools of extraordinary corporate transactions.
3) Making judgments. During classes, students are asked individually and in groups for applying gained knowledge. In particular, they have to utilize tools of strategic analysis and financial forecasting.
4) Communication skills. Students are called during classes to discuss the cases motivating their opinions. Through exercises students learn not only to articulate rigorously the contents but also the technical language necessary to pass the final test.
5) Learning skills. Classes, lecture notes, and case-study allow to maximize the students overall learning skills in the extraordinary corporate transactions field.
Deepened knowledge of: book-keeping rationale and techniques, company financial statements Italian regulations, OIC and IASB standards, Italian company law, Italian taxation law particularly on business income.
The course lasts 54 hours; it presents a holistic view of enterprises and related accounting figures in extraordinary business events, as: start-up, business contribution, merger and acquisition, company splitting, transformation, etc.. Main concepts and accounting techniques are described and discussed. The company and taxation Italian laws are considered.
1. Business plan.
2. Startups and company formation.
3. Enterprise equity: balance sheet value; winding-up and selling value.
4. The value theory.
5. Selling value of a business enterprise evaluation methods.
6. True and false financial statements.
7. Interim reports.
8. IASB standards: in particular IFRS 3, Business combinations.
9. Equity changes: in particular withdrawal of the shares/quota holder.
10. Legal definition of business.
11. Business selling.
12. Business contribution.
13. Business rental.
15. Company splitting.
16. Company transformation.
17. Spontaneous company winding-up.
18. Enterprise crisis and collapse.
19. Taxation law in extraordinary operations.
Lectures and exercises are given; power-point presentations are used; all teaching materials are available on the faculty web pages.
Verification of learning
Exam test changes following the COVID-19 emergency
Until we'll carry out the exams electronically, the final tests will be structured as follows:
1. One or more forced response test batteries
2. Open-ended questions
3. Telematic interview
We will communicate through Esse3:
. The first date and time for the performance of tests under 1 and 2
. Subsequently, the calendar of tests under 3.
Students must verify that their "students.unica.it" email is entered in the ESSE3 system. In this way, it is easier to access the "channels" of the Teams software during the exam tests
Students' preparation is verified through a written and an oral test and, only for attending students, through the assessment of active participation. Active participation allows the student to access the intermediate test.
In line with the Dublin Descriptors, in both written and oral parts of the exam, the evaluation process aims to verify:
1) the understanding and the knowledge about the main theoretical approaches and practical tools of strategic management.
2) the capacity to express the contents and to relate them to the real cases presented in classes or individually studied.
3) the capacity to apply the knowledge gained from the cases.
4) the clarity in describing the contents and the usage of technical language.
5) the knowledge of the man theories and tools of business analysis.
Final mark is expressed through a 30-point scale.
A passing mark ranges:
- from 18/30: for a sufficient level of knowledge, that is whenever the student is able to at least identify the main issues without detailing them and connecting them using a non-technical language
- to 30/30, eventually cum laude, if the student is able to schematize in logic and coherent way the knowledge acquired during the course about strategic management approaches and tools, widely and correctly using a proper technical language.
A. Pavan e P. Paglietti, Il valore dell'impresa nelle operazioni straordinarie, Maggioli
A. Pavan, Handouts for the student exclusive use, available through the website .
Professional books on business combinations and extraordinary business transactions available in the library and bookshops
The slides and exercises used in the lessons will be available on Professor Pavan's web page