On 8 August 2023, the Italian Supreme Court issued its
judgement in case No. 24093 in relation to advance
payments for future capital increases. First of all, the Court
remarked that these payments are subject to a specific restriction,
as it is possible to use the relevant amount only to execute a
capital increase. Coherently, if the capital increase is not
executed, the amount has to be returned to the payer. The Court
then clarified how to distinguish – from a substantial point
of view – advance payments for future capital increases from
mere capital contributions which are non-refundable by definition.
In this regard, the registration adopted in accounting records are
not a decisive factor. On the contrary, further elements need to be
considered to identify an advance payments for future capital
increases, such as (a) indication of the final deadline for the
decision on the capital increase, (b) the parties' behavior,
(c) specific clauses in the bylaws, and (d) any
