• New developments of arbitration in the civil procedure reform

    The civil procedure reform has introduced some important innovations regarding arbitration in an attempt to make the institution stronger and more attractive to the parties. With the entry into force of Legislative Decree 149/2022, Italian arbitration law is expected to take a long-awaited step forward. The following is a summary of the main changes in […]

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  • The M&A market in Europe: 2022 and expectations

    In 2021, the mergers and acquisitions (M&A) market in Europe exceeded all expectations, setting a record that will be hard to beat. The circumstances were indeed favorable: after a pandemic in which the economy suffered an unexpected halt, factors such as economic growth due to the return to activity, the need for companies to adapt […]

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  • Sustainable Economy: the European Parliament approves the Corporate Sustainability Reporting Directive (CSRD)

    On November 10, the European Parliament approved the Corporate Sustainability Reporting Directive (CSRD), which obliges large EU companies to regularly publish their information on the societal and environmental impact, planet, and sustainability risks. This should reduce greenwashing and promote international and transparent ESG standards. The new CSRD will start applying between 2024 and 2028 depending […]

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  • Litigation & arbitration service line newsletter: rebus sic stantibus and force majeure clause

    The new edition of the Litigation & Arbitration service line newsletter is dedicated to extraordinary change in economic relations, with a special focus on Belgium, Germany, Hungary, Italy, Macedonia, Malta, Poland, Romania, Slovenia, Spain and Switzerland situations. In this publication, we address two constructs that will be the most common basis for legal claims: the […]

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  • Renegotiation according to good faith

    The pandemic phenomenon due to the spread of the Sars-Cov-2 virus, first, and the war in Ukraine, then, affected, respectively, the healthcare and humanitarian aspects, having, as the lowest common denominator, the ability to change the legal and economic context at a global level. If, during the pandemic period, an economic crisis ensued as a […]

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  • Data Protection Board: green light for a centralised anti-money laundering database

    The Data Protection Board issued a positive opinion on the amendment that has been presented to Legislative Decree no. 231/2007 on the prevention of the use of the financial system for the purpose of money laundering and terrorism financing. In particular, the proposed amendment supported by the Data Protection Board envisages the establishment of a […]

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  • The ad nutum withdrawal of a LLC shareholder: unlawful if the company is established for a fixed term, even if the term is particularly long

    Supreme Court of Cassation, September 5, 2022 – order No. 26060. A LLC shareholder may withdraw ad nutum and, therefore, at any time and with no reason, solely when the company is established for an unlimited term. The appealed verdict A limited liability company, incorporated until 2050, appealed to the Court of Cassation against the […]

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  • The right of withdrawal exercited by the shareholder who did not partecipate in the change of the clause limiting the circulation of shares is legitimate

    Supreme Court of Cassation, June 27, 2022, No. 20546. A shareholder of a joint stock company who did not participate in the amendment of the bylaws to remove the preemption clause limiting the circulation of shares has the right of withdrawal, regardless of the substantive significance of the amendment. This is the principle expressed by […]

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  • European Corporate Insights: the impact of geopolitical changes on business

    Andersen’s European Corporate & M&A department has published a new edition of the magazine European Corporate Insights focusing on the impact of major geopolitical changes on local and international business dynamics. Andersen professionals from numerous countries contributed to the insight, summarizing the guidelines and regulations in each jurisdiction. Extensive space in the magazine is devoted […]

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  • Environmental offences and liability under Legislative Decree no. 231/2001

    The Supreme Court (III Criminal Division – Judgment 30. May 2022 No. 21034) has recently clarified under what circumstances a company can be held accountable for environmental crimes, with reference to the issue of water pollution from industrial wastewater. Specifically, the Supreme Court has identified in which cases the environmental crime can be qualified as […]

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  • European Union sanctions against Russia

    Following the recognition by the Russian government of the self-proclaimed republics of Donetsk and Luhansk on 22 February 2022 and the invasion of Ukraine that began on 24 February 2022, the European Union has imposed a series of new sanctions on the Russian Federation, in addition to the measures already in force since March 2014, […]

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  • Cross-border M&A transactions: the key elements for success

    Andersen’s M&A department in Europe publishes an article analyzing the key factors for achieving successful integrations in cross-border M&A deals. Cross-border M&A transactions are nowadays being increasingly boosted by dealmakers. The main reason why drivers leading the main companies to enter into this kind of ventures relies on the benefits that can provide to their […]

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  • EU Whistleblower Directive: implementation in 20 European countries

    Andersen´s European Employment practice has developed the new edition of the Employment newsletter. In this publication we address the Whistleblower Directive, how it has been implemented in 20 different European countries, Italy included. Our experts, Francesca Capoferri and Matteo Amici have analyzed what employers and employees will have to observe in the future in our […]

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  • Remote hearings and electronic document flow in the Russian court system

    In January 2022, amendments to the procedural codes of the Russian Federation came into force to introduce and improve the way for the use of electronic documents in court proceedings, as well as to create conditions for remote participation in hearings. The main novelties concern the procedure for filing statements of claim, petitions, submissions and […]

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  • Regulatory Sandbox in Italy: applications for admission opened on November 15th

    The time slot for the submission of applications for the simplified regime of testing of FinTech services and products has opened on 15 November 2021. Thanks to the Sandbox,  companies operating in the FinTech industry will have the opportunity to test their innovative business models by applying the regulatory exemptions granted by the competent supervisory […]

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  • European Corporate Insights: ESG Criteria in Europe

    The application of the ESG Criteria regulation and policies in Europe depends on the country in which they are normally applied. Even though European countries are regulated by the same principles, the considerable differences between one country and another makes sometimes difficult for multinational companies to understand how this works in different jurisdictions.   Andersen […]

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  • European M&A Working Group: guide on LLCs

    Andersen, through the member and collaborating firms of Andersen Global and its European M&A Service Line (working group) has prepared a new guide that includes an overview on Limited Liability Companies (“LLCs” or Società a Responsabilità Limitata (S.r.l.) in Italian) in Europe, its formation and incorporation procedures with a dedicated section for each of the […]

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  • Online platforms violate EU law if they facilitate access to copyrighted content

    As EU law currently stands, operators of online platforms do not, in principle, themselves make a communication to the public of copyright-protected content illegally posted online by users of those platforms However, those operators do make such a communication in breach of copyright where they contribute, beyond merely making those platforms available, to giving access […]

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  • Early termination of the office of sole auditor in LLC: the appointment of an alternate auditor is possible even in the absence of a specific provision in the Articles of Association

    With Case no. 3/2021, Assonime[1] returns to the debated issue of the compulsoriness or possibility of appointing an alternate auditor in case of a monocratic control body of a Limited Liability Company, admitting that it is possible “also at the time of the assignment of the auditing function, to appoint, in addition to the effective auditor, the […]

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  • Exclusion of the absentee shareholder in the corporation

    The Triveneto Notary Committee, in the absence of the law, has considered necessary to elaborate a suitable instrument to allow the exclusion of absentee shareholder in the corporation. In particular, the status of shareholders in capital companies, unlike that in partnerships, is not linked to the figure of the shareholder as a person, but the […]

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