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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 changes introduced by Decree no. 73/2022 in the so called “third sector”
With the so called “Simplifications” Decree no. 73/2022 the taxation system for “third sector” entities changed. The new taxation system The main changes introduced by the Simplifications Decree concern the taxation rules contained in Title X of the third sector code. More precisely, a definition of “actual costs” has been included under Article 79, paragraph […]
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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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VAT recovery in the event of a defaulting debtor
The Italian Revenue Agency, through its answer to ruling no. 386/2022, published last July 20th, recently provided some clarifications on the subject of variation notes for VAT purposes. The subject of the ruling is governed by art. 26 of the Presidential Decree 633/1972, which was reformulated in 2021by means of article 18 of the so […]
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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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New clarifications on Transfer Pricing – Assonime’s comments
Assonime, through Circular 20/2022, summarizes some interpretative solutions of the Agenzia delle Entrate (the Italian tax authority), regarding recent regulatory references currently in force, with particular focus to Agenzia delle Entrate Circulars Nos. 15/2021 and 16/2022. The topics covered under Transfer Pricing Retroactivity of unilateral, bilateral and multilateral Advance Pricing Agreement On the subject of […]
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The new digital customs declaration
The reform of the customs declaration opens a new process for the digital transformation that will be completed in 2025. It provides for the replacement of the DAU model (Administrative Document) in favour of a new model, called EUCDM (European Union Customs Data Model) – defined at European level, according to an implementation plan foresees […]
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Operational instructions on transfer pricing
Through Circular 16/E dated May 24th (henceforth “Circular”), the Italian Revenue Agency provided further operational instructions on Transfer Pricing. The content of the Circular rests on the centrality of the concept of “comparable transaction,” returning to the correct notion of the arm’s length interval and recalling what was clarified by the Decree of the Ministry […]
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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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OAM Register and Cryptocurrencies
The Ministerial Decree of January 23,2022 was published in the Official Gazzette of the Republic of Italy on February 17 ,2022, outlining the obligations that service providers relating to virtual currency[1] and digital wallet service providers[2] who intend to carry out their activities in Italy must meet. These obligations are primarily expressed in the following […]
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Amortization suspension – the extension for 2021 and 2022 is confirmed
Law no. 25/2022, which converted Legislative Decree no. 4/2022, extended the option to suspend the amortization of tangible and intangible fixed assets for fiscal years 2021 and 2022. The principal technical aspects may be summarized as follows: subjective scope: the option is granted only to entities that do not adopt international accounting standards for the […]
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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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Lands and participation shares revaluation
The “D.L. Energia” (Legislative Decree n. 17/2022) reintroduced the revaluation of lands and participation shares. In particular, the regulation allows to revaluate such assets: to natural persons who are not running a business activity; to partnerships, companies and associations assimilated under the art. 5 of the T.U.I.R.; non-commercial entities with regard to activities that are […]
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Tax EU Directive: ATAD3
On December 22 2021, the European Commission published a proposal for a Directive also known as ATAD3, which sets out rules to prevent the misuse of shell entities for tax purposes and amending Directive 2011/16/EU. The new Directive is expected to be implemented by member States by June 30, 2023 and to be applicable as […]
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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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Universal child’s benefit
Starting January 1st, it is possible to submit to INPS (National Social Welfare Institution) the application for the sole and universal child’s benefit that replaced the deduction for dependent children. Access to the benefit is allowed to all families for each dependent child up to 21 years old or, without age limitation, disabled children. The […]
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News regarding Intrastat forms and electronic invoicing
As of January 1, 2022, significant changes have been introduced in Italy regarding tax compliance, as a result of the new European regulations. In particular, we will focus on the new “forms” set out for: Intrastat forms – new instructions and new thresholds; Electronic invoicing – extension to 2024 and enlargement of the number of […]
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Gifts made by business
Many businesses celebrate Christmas by giving presents to Clients or employees. In order to be compliant with the Italian VAT rules relating to the gifts, businesses must check whether they made a taxable transaction or did they deduct input VAT on purchases. Input VAT on gifts not being part of the business activity of the […]
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