• The new European Regulation on crowdfunding

    On 5 October, the European Parliament approved a new regulation with the ambitious scope of granting to crowdfunding platforms to more easily provide their services on the EU single market (the “Regulation”). The desired effect is to allow start-ups, innovators and small businesses to expand their investor base thanks to a wider range of projects […]

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  • Composition with creditors and bankruptcy procedure

    With ruling n. 17532/2020, the Italian Court of Cassation reiterated that the filing of the application for a composition with creditors prevents the declaration of bankruptcy up until the events indicated in articles 162, 173, 179 and 180 of the Bankruptcy Law occur, but does not determine the inadmissibility of the pending insolvency proceedings commenced […]

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  • The arbitration clause is not applicable in the event of liability action brought by the liquidator pursuant to Article 146 of the Bankruptcy Law

    The Court of Cassation, with the order in question, has ruled that should the receiver exercise an action for liability pursuant to Article 146 of the Bankruptcy Law, the arbitration clause contained in the articles of association of the bankrupted company shall not apply for the purposes of devolving the dispute to arbitration. Article 146 […]

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  • Contracts with written form ad probationem, the objection pursuant article 2725 cannot be declared ex officio

    On the limitations of witness evidence in contracts has returned to pronounce the Supreme Court that, in a recent statement (No. 16723 of 31st August 2020), has reviewed the codicistic discipline analyzing the different attitudes of the objection of inadmissibility of witness evidence in contracts where the written form is required ad substantiam and in […]

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  • Golden Power and the conversion into Law of the Liquidity Decree

    The spread of the Covid 19 epidemic has resulted in a significant extension of the special powers attributed to the Government in terms of protecting strategic assets from predatory acquisitions by foreign investors (and not only). With the D. L. n. 23/2020 (the “Decree”) of the last 8 April, the Government strengthened its Golden Power […]

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  • The heir can access the data of the insurance policies stipulated by the deceased

    That is what has been established by the Tribunal of Treviso with a ruling of February 27th, 2020, in a case pertaining a heir to whom the insurance company had opposed the impossibility of communicating the names of the beneficiaries of the policies stipulated, while alive, by the deceased person. In fact, it has to […]

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  • The healthcare company is directly responsible for the culpable conduct of the personnel working at its facility

    The Court of Cassation, with ruling no. 13869/2020, returned on the discussed issue of the responsibility of the healthcare company for the damages suffered by patients as a result of the negligent conduct of doctors and professionals employed at the healthcare facility. The case dates back to 2002, and sees as opposing parties the parents […]

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  • Considerations and news on the business judgment rule

    The business judgment rule is a rule, of Anglo-Saxon derivation, created by jurisprudence, constantly applied in judgments concerning the liability of directors in corporations (Articles 2392 and 2476 of the Italian Civil Code). The liability of directors is a culpable liability, so that the director can prove that he is not liable by providing positive […]

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  • No contractual value for the written details of the essential points on which a contract is based in the course of pre-contractual negotiations

    The Court of Cassation, called to rule on the claim for compensation for damages suffered as a result of the failure to stipulate a preliminary sale of a property, returns to clarify certain issues regarding the conduct that the parties must maintain during dealings prior to the conclusion of the contract. In particular, the Supreme […]

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  • The judge’s non-discretionary nature for the order to produce the accounting records in the sale of the business

    In the context of company transfers, pursuant to Article 2560 of the Italian Civil Code, the transferee is jointly and severally liable with the transferor for the company’s past debts resulting from the compulsory accounting records. On this subject, with order no. 13903/2020 the Supreme Court ruled that the judge is deprived of the discretion […]

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  • Onus probandi: difference between Civil Code and Code of Consumer

    The Court of Cassation, in its judgment no. 13148/2020, published on 30 June, expressed the following principles: – the application of the rules of the Civil Code is subsidiary to the application of the rules of the Consumer Code; – the burden of proof of the consumer, according to the provisions of Article 132 of […]

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  • Duty to provide information about the user who uploaded files infringing an intellectual property right

    With the recent judgment of 9 July 2020, the Court of Justice of the European Union has had the opportunity to interpret some provisions of the Directive on the respect of intellectual property rights of the European Parliament and the European Council. In particular, the Court ruled that when a film is illegally uploaded on […]

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  • The Right to be forgotten and the de-indexing

    The Court of Cassation with the ordinance n. 9147 of last 19 May dealt again with the controversial relationship between the right to be forgotten and the right of information. Here, following its precedent, the Court reiterated that the de-indexing by the search engines, and not the cancellation from any online archive, is the appropriate […]

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  • Unlimited liability of the liquidator to dissatisfied creditors for violation of the par condicio creditorum

    The Third Civil Chamber of the Supreme Court, by order no. 11304 of 12 June 2020, ruled on the ‘unlimited’ liability of the liquidator towards the company’s creditors who were dissatisfied if the principle of par condicio creditorum was violated. Where, following the cancellation of the company (pursuant to art. 2495, paragraph II, of the Italian Civil Code), the […]

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  • Shareholders or Board of Directors, who is entitled to resolve the transfer of the unique business unit owned by a limited liability company?

    With the recent ruling no. 1722/2020, dated 27 January 2020, the section specialized in business matters of the Court of Rome disposed the nullity, due to the contrariety of mandatory rules which fix the shareholder’s powers, of the contribution in kind of the unique company’s business unit in favour of a newly incorporated company carried out by a […]

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  • The validity of the russian roulette clause confirmed by Court of Appeal

    The legitimacy and validity of the russian roulette clause was confirmed by the Court of Appeal of Rome, which upheld the judgment of the Court of Rome stated in 2017 in which the Court ruled on the merits, pursuant to Article 1322, paragraph 2, of the Italian Civil Code, of the clause included in a shareholders’ agreement. […]

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  • The Coty vs Amazon case and the use of trademarks

    The Court of Justice of the European Union resolved the case known as “Coty Germany GmbH vs Amazon“[1] with the sentence of 2 April 2020 (C-567/18) and gave a preliminary ruling in favor of the e-Commerce giant regarding the interpretation of a provision of the EU Trademark Regulation. The ruling was returned to the German Federal Court […]

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  • Copyright and concept store

    On April 30, 2020, through the publication of the judgment no. 8433, issued by the Court of Cassation, a judicial case, which began before the Court of first instance of Milan in 2013, involving two well-known make-up companies, was partially concluded. The subject of the dispute was mainly based on the violation of copyright which, […]

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  • Litigation and arbitration with Russian counterparty

    On 19 June this year the new provisions of the Arbitrazh Procedural Code of the Russian Federation (APC)[1] came into force. Such provisions are adopted in order to protect the rights of individuals and legal entities in connection with Russia related sanctions introduced by a foreign state, state associations or unions. The new law establishes the […]

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  • Termination of bilateral investment treaties between EU Member States

    On 5 May 2020, the majority of European Union Member States (including Italy) signed an Agreement for the termination of bilateral investment treaties (BITs) within the European Union. This Agreement implements the principles established by the famous ruling of the Court of Justice of the European Union (CJEU) of March 2018 – “Achmea case” – […]

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