JD Supra Italy

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JD Supra Italy

Publisher:: JD Supra
Publication date:: 2019-04-29

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Dentons (201)
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King & Spalding (1)
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Latest documents

COVID-19 and judicial activities: "Phase II" ends on June 30, 2020 (in Italian)
Starting from May 12, 2020, following the previous total suspension of procedural activities, Italian justice has undergone a period of gradual resumption of judicial proceedings: the so-called "Phase Two", envisaged by Law Decree no. 18/2020 (the so-called “Italian Care Decree”), later converted into Law no. 27/2020.
Directors' Duties—An Italian Overview: Tough Decisions Amid COVID-19 Emergency Legislation
Italian COVID-19 legislation, with the aim of keeping companies alive by providing them with a short-term alternative to dissolution, provides for the suspension of (i) certain directors' obligations triggered by substantial corporate capital losses, and (ii) the possibility, until June 30, 2020, to file for the opening of new bankruptcy proceedings. However, these exceptional remedies have not been paired with an equally remodeled liabilities regime. As such, directors are left with no clear guidance for managing a distressed company in these times of unprecedented troubles. They are, in fact, confronted with the tough decision whether to take advantage of the COVID-19 measures and carry on the corporate activity even if the company is undoubtedly in distress, or cease the corporate business to avoid future and possibly more severe liabilities for not having taken the necessary remedial measures. The only viable option for directors?in lack of both reliable data (not distorted by the current emergency and governmental lockdown measures) and reasonable prospects for the future business of the company?is thus adopting a short-term management strategy based on the constant monitoring of the company's conditions and the achievement of close-set objectives.  Please see full White Paper below for more information.
Corte d'Appello di Milano – Sez. Imprese - 13.02.2020 n. 1195.
A cura di: Riccardo Troiano e Leonardo Sicco Con la sentenza in commento, la Sezione specializzata imprese della Corte d’Appello di Milano è stata chiamata a pronunciarsi su un caso di particolare interesse, giungendo a decretare la nullità di una clausola di opzione put di quote, per violazione del c.d. divieto di patto leonino per esclusione…
Bankruptcy, Insolvency & Rehabilitation Proceedings in Italy
KEY FACTS OF BANKRUPTCY, INSOLVENCY & REHABILITATION PROCEEDINGS UNDER ITALIAN LAW -   1. Presentation of the judicial liquidation/insolvency/rehabilitation proceedings in Italy and their main characteristics.  The current legislation for judicial liquidation, insolvency and rehabilitation proceedings has recently been reformed on February 14, 2019. On this date the New Code of Business Crisis and Insolvency has been published in the Official Gazette (Legislative Decree 12 January 2019 No. 14), replacing the Royal Decree n° 267/1942.  This reform which was initially to enter into force in its entirety on August 15, 2020, due to the current emergency situation, the Law Decree 23 of April 8, 2020 containing “Urgent provisions to support companies’ liquidity and export” has delayed the entry into force, as stated in article 6, to September 1, 2021.  Please see full Chapter below for more information.
COVID-19 and health insurance protection: new INPS operating instructions for the management of medical certifications (in Italian)
In response to requests for clarification made by several parties, new and useful clarifications were provided by INPS regarding the social security protection of the disease connected to COVID-19 in Message no. 2584 of 24 June 2020. The Institute has in fact dictated the operating instructions for the management by employers of the medical certifications produced by the workers for the purpose of recognizing the sickness benefits pursuant to art. 26 of the Law Decree 17 March 2020, n. 18 (the so-called "Italian Care Decree"), converted with amendments by the Law of 24 April 2020, no. 27 and subsequently amended by Law Decree 20 May 2020, n. 34 (the so-called "Relaunch Decree").
Social safety nets: FAQ of the National Social Security Authority INPS on the use of the derogated guarantee wage fund (“CIGD”) with COVID-19 reason (in Italian)
We inform you that INPS has provided further clarifications, in the form of short questions and answers (FAQ), regarding the use of social safety nets with the reason for COVID-19, in order to satisfy the numerous requests for clarifications received by the Institute. In fact, following the various regulatory interventions and clarifications made with the already numerous Circulars by the competent authorities (INPS, INAIL, INL and the Ministry of Labor), the regulation of social safety nets COVID-19 introduced by the "Italian Care Decree" ( converted into Law No. 27/2020) and subsequently amended and integrated by the "Relaunch Decree" and, lastly, by Decree-Law no. 52/2020, has raised numerous practical application doubts.
IVASS publishes its annual report on the supervisory activity carried out in 2019
On 18 June 2020, the Italian Insurance Regulator (IVASS) published its annual report on the supervisory activity carried out in 2019. The Chairman of IVASS Mr. Daniele Franco in his considerations introducing the report pointed out that at the end of 2019 the Italian insurance industry was in good health since the total amount of premiums collected increased by around 4% compared to 2018 and also profitability and solvency indicators improved in 2019.
Italy: Administrative (Quasi-Criminal) Liability for Employee Actions Extended to Tax Offenses
The Italian legal framework provides for the administrative (quasi-criminal) liability of companies for certain criminal offenses committed by their directors, executives, and employees in the interest, or for the benefit, of the companies. This system did not apply to criminal tax offenses.  In the context of the implementation of Directive (EU) 2017/1371, intended to combat fraud to the European Union's financial interests by means of criminal law ("PIF Directive"), the administrative (quasi-criminal) liability of companies has been extended to certain criminal tax offenses. Italian companies that are members of multinational enterprises ("MNEs") and MNEs operating in Italy (whether through a branch or not) are advised to amend their organizational, management, and control models and to revise their internal procedures to take into account the new rules.  Please see full White Paper below for more information.
Italy towards the implementation of a legal framework on blockchain
The Ministry of Economic Development launched a public consultation setting out recommendations for the use of DLT and blockchain in a number of fields, including the regulatory banking and financial industry.
COVID-19: Exemptions for the approval of transactions with related parties in emergency situations
On June 10, 2020, with Resolution no. 21396, Consob (the Italian Companies and Exchange Commission) temporarily suspended the application of certain provisions of Resolution no. 17221 of March 12, 2010, as subsequently amended and supplemented, concerning related party transactions ("OPC Regulation"). The resolution allows companies with listed shares or shares widely distributed to the public to make use of the exemptions for the approval of transactions with related parties of an urgent nature.