Nicola de Luca is Professor of Law at Seconda Universit... degli Studi di Napoli and Libera Universit... Internazionale degli Studi Sociali Guido Carli, Roma. His research and teaching interests include business and company law, bankruptcy, corporate governance, shareholders' rights, and insurance law. His publications include four monographs, a co-authored company law textbook, and numerous journal articles.
Part I.. The Origins and Future of ECL: 1. TFEU provisions on company law; 2. The company law directives; 3. Uniform company law; 4. Simplifying and modernising ECL; Part II. The Right of Establishment: 5. Primary establishment in ECJ case law; 6. Secondary establishment in ECJ case law; 7. New legislative trends; Part III. Formation: 8. The setting-up of a NewCo; 9. The formation of an SE; Part IV. Finance and Accounts: 10. Legal capital and capital formation; 11. Capital maintenance; 12. Annual and consolidated accounts; Part V. Corporate Governance: 13. Corporate governance; 14. Management and control; 15. General meeting; 16. Protection of minorities and equal treatment of shareholders; Part VI. Capital Markets and Takeover Regulation: 17. Capital markets; 18. Takeover regulation; Part VII. Merger, Division, Dissolution and Insolvency: 19. Merger and division; 20. Dissolution and insolvency.