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  • Article

    Assonime On Changes Made By The Shareholders' Meeting To The Proposed Allocation Of Profits And Related Effects On The Financial Statements

    On 7 September 2023, Assonime issued its Case No. 5/2023 (a) recalling that directors must indicate the proposed allocation of profits in the explanatory notes to the financial statements.
    ItalyCorporate/Commercial Law
    Orsingher Ortu – Avvocati Associati
    Orsingher Ortu – Avvocati Associati
  • Article

    Irregular Bookkeeping And Due Diligence - Directors' Liability

    The Court of Milan (see judgment of 30 April 2021, no. 3644) has affirmed the principle whereby, in order for a shareholder to successfully bring a liability action pursuant to Article 2395...
    ItalyCorporate/Commercial Law
    Molinari Agostinelli Studio Legale
    Molinari Agostinelli Studio Legale
  • Article

    Delegation Of Directors' Powers: When And To What Extent Is It Permitted?

    In a recent judgment, the Italian Supreme Court clarified the limits to be observed by a company's director when delegating certain powers to a third party, stating that ...
    ItalyCorporate/Commercial Law
    Molinari Agostinelli Studio Legale
    Molinari Agostinelli Studio Legale
  • Article

    Listed Companies Governance: How Politics And Consob Are Facing The Practice Of The List Of Candidates Presented By The Board

    According to Italian Law regulating listed companies (legislative decree no. 58/1998), directors of listed companies are appointed by the shareholders' meeting on the basis of slates...
    ItalyCorporate/Commercial Law
    Studio Legale Cappelli RCCD
    Studio Legale Cappelli RCCD
  • Article

    Proof Of Tax Residence And Beneficial Owner Status For Reduced Withholding Tax

    European Union subsidiaries and their directors face increasing scrutiny when applying reduced withholding tax rates under double taxation treaties and EU directives.
    ItalyTax
    GGI | Global Alliance
    GGI | Global Alliance
  • Article

    The Liability Of Statutory Auditors In Corporations: Insights On The Changes To The Italian Civil Code

    The imminent publication in the Official Gazette of the reform of Article 2407 of the Italian Civil Code heralds the making of significant changes to the civil liability of statutory auditors.
    ItalyCorporate/Commercial Law
    A&O Shearman
    A&O Shearman
  • Article

    Do The Guidelines Regarding The Responsibilities Of Legal Entities (Legislative Decree 231/2001) Apply To A Sole Quota-Holder Company?

    Do the guidelines regarding the responsibilities of legal entities (Legislative Decree 231/2001) apply to a sole quota-holder company.
    ItalyCorporate/Commercial Law
    Macchi di Cellere Gangemi
    Macchi di Cellere Gangemi
  • Article

    Delegation Of Powers And Consequences For Non-Executive Directors' Liability Under Italian Law

    The Court of Cassation (Italian Supreme Court) recently reaffirmed some important principles on the civil and criminal liability of directors (including non-executive directors) of Italian companies' boards.
    ItalyCorporate/Commercial Law
    Willkie Farr & Gallagher
    Willkie Farr & Gallagher
  • Article

    Aggiornamento Giurisprudenziale N. 09 / 2023

    Corte di Cassazione, 20 luglio 2023, n. 21821 – cessione dei crediti in blocco ed onere della prova: in tema di cessione in blocco dei crediti da parte della banca ex art.
    ItalyCorporate/Commercial Law
    FIVELEX Studio Legale e Tributario
    FIVELEX Studio Legale e Tributario
  • Article

    Incorporating In Italy – Overcoming Complexities

    Italy was ranked in 15th place in the 2021 edition of our annual Global Business Complexity Index, rising from 36th place in 2020.
    ItalyCorporate/Commercial Law
    TMF Group BV
    TMF Group BV
  • Article

    Directors’ Liability For Health And Safety Incidents.

    Supreme Court Decision 38991, which was issued on November 4 2010, has established that a board of directors may be held liable in respect of duties of health and safety in the workplace.
    ItalyEmployment and HR
    Portolano Cavallo
    Portolano Cavallo
  • Article

    Adequate Governance Structures According To The New Italian Corporate Crisis And Insolvency Code

    The innovations introduced by the Corporate Crisis and Insolvency Code (Legislative Decree no. 14 of 12 January 2019) concern the organizational, administrative and accounting company's...
    ItalyCorporate/Commercial Law
    LCA Studio Legale
    LCA Studio Legale
  • Article

    Italy Passes New Capital Markets Rules – Considerations For International Investors

    On Feb. 27, 2024, the Italian Parliament passed new capital markets rules, aimed at supporting the competitiveness of capital markets and delegating the government to carry out a systematic reform of capital market legislation.
    ItalyCorporate/Commercial Law
    Greenberg Traurig
    Greenberg Traurig
  • Article

    The Liability Of Non-Executive Directors

    The receiver of a bankrupt joint-stock company sued its directors before the Court of Rome, in order to ascertain their liability, pursuant to Article 146 of Bankruptcy Law.
    ItalyCorporate/Commercial Law
    ADVANT Nctm
    ADVANT Nctm
  • Article

    Italian Tax Authority Investigates Google: A Taxing Threat To The Internet Business Model?

    According to recent press reports, the Guardia di Finanza, Italy's tax police, considers the directors of the Google group's Italian subsidiary to be liable for an alleged €50 million tax evasion.
    ItalyTax
    Portolano Cavallo
    Portolano Cavallo
  • Article

    More Stringent Suitability Requirements For Italian Intermediaries' Corporate Officers

    By means of Legislative Decree no. 72 of 12 May 2015, Italy implemented Directive 2013/36/EU, which reformed, inter alia, banks' and investment firms' corporate officers "fit and proper" criteria for better governance purposes.
    ItalyFinance and Banking
    Carotenuto Studio Legale
    Carotenuto Studio Legale
  • Article

    Legal Persons May Be Company Directors?

    Italian law does not grant legal persons with the right of to be appointed as company directors.
    ItalyCorporate/Commercial Law
    Portolano Cavallo
    Portolano Cavallo
  • Article

    Ddl Capitali: quali novità per gli Emittenti italiani?

    Il 27 febbraio 2024, il Senato ha approvato definitivamente il disegno di legge recante interventi a sostegno della competitività dei capitali e la delega...
    ItalyCorporate/Commercial Law
    Greenberg Traurig
    Greenberg Traurig
  • Article

    GLI ASSETTI ADEGUATI NEL NUOVO CODICE DELLA CRISI

    L'assetto organizzativo, amministrativo e contabile rappre-senta il complesso delle direttive e delle procedure stabilite per garantire la gestione efficiente dell'impresa.
    ItalyCorporate/Commercial Law
    LCA Studio Legale
    LCA Studio Legale
  • Article

    The Beneficial Owner Register Is Underway

    The Decree of the Ministry of Business and Made in Italy (MIMIT) published on 29 September 2023 has officially established the means of communication for the Register of beneficial Owners.
    ItalyCorporate/Commercial Law
    IPG Lex&Tax
    IPG Lex&Tax

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