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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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Italian tax Central Authority issues a discussion draft on the taxation of trusts
The Italian Tax Authority has recently issued a draft Circular letter regarding the taxation of trusts. The draft has been published for public consultation until the 30th of September 2021, it is therefore likely that its content may change significantly. Nonetheless, given the importance of such publishment, a brief comment seems necessary. This document consists […]
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Deferment of payments to 15 September
Art 9-ter DL 73/2021 (Decreto Sostegni bis) has extended the deadline for making payments to 15/09/2021, without any surcharge: resulting from income, IRAP and VAT returns; which are due between 30/06/2021 and 31/08/2021. The extension also extends to payments that follow the same deadlines as direct taxes (INPS, CCIAA). Ris. 53 of 05/08/2021, Agenzia delle […]
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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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The tax undue refund is deemed to be an omitted payment of a tax
The Supreme Tax Court with decision no. 20585 of 19 July 2021, ruled that in case of undue refund, pursuant to Article 13 of Legislative Decree no. 471 of 1997, the Tax Authority shall apply administrative penalties for omitted payment of a tax. In the current case, a company filed an appeal against a tax […]
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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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Green Bonds
Green Bonds are financial instruments, more precisely debt instruments, which issuance is linked to projects that have a positive environmental impact: energy efficiency, renewable energy, sustainable management of living natural resources in particular land and water, pollution prevention, waste management, green buildings, and clean transportation. The First Green Bond on the market was issued by […]
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Copyright on fictional characters: when what makes a character iconic is the actor and not its creator
Characters of literature, comics, television or cinema can be protected under Italian copyright law (Law n. 633 of 1941) like any other intellectual property work. To be granted such rights, a character must display certain features. In particular, according to Italian jurisprudence, a character is a “subject which is the result of an autonomous and […]
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Fraudulent tax avoidance: new ruling of the Court of Cassation
As you know, art. 11 of Legislative Decree no. 74/2000 provides that: “commits the crime of fraudulent subtraction to the payment of taxes anyone, in order to avoid the payment of taxes on income or value added or interest or administrative penalties in respect of such taxes of a total amount exceeding EUR 50000, sell […]
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M&A activity: Italy and Iberia 2021 figures
We think that it may be interesting to analyse M&A activity before and after the advent of Covid-19, for this reason the report published by Datasite, the global leading provider of Saas services for the M&A sector, has been taken as a reference. Indeed, Datasite in partnership with Mergermarket, a business development tool designed specifically […]
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The donation of works of art and the related economic rights
The donation of a work of art, as well as its sale, does not imply the simultaneous transmission of the related economic rights from the donor to the donee. The confirmation comes from the Court of Cagliari that, on March 27, 2021, affirmed (or rather, reaffirmed, rejecting the appeal of the losing party) that the […]
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Bankruptcy in extension: the instance cannot be proposed personally by the Curator without the attorney’s ministry
In the present case, the judges of legality have had the opportunity to examine two questions: the first on the active legitimacy of the Administrator for the bankruptcy action under art. 147 paragraphs 4 and 5 L.F. without having recourse to the ministry of a lawyer; and the second, if (and to what extent) the absence […]
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Green Deal e nuovi obblighi di rendicontazione non finanziaria
A dicembre 2019 la Commissione Europea ha annunciato il Green Deal Europeo, ovvero il nuovo piano d’azione per trasformare l’Unione Europea in una “società giusta e prospera, con un’economia di mercato moderna e dove le emissioni di gas serra saranno azzerate, e la crescita sarà sganciata dall’utilizzo delle risorse naturali”. Per il raggiungimento di tali […]
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Uncollected VAT recovery in bankruptcy proceedings: new terms of issue for credit notes with “Sostegni bis” Decree
Faster recovery times for VAT credits. This is what will be provided by Article no. 18 of “Sostegni bis” Decree, which will rewrite the wording of Article no. 26 of Presidential Decree no. 633/72, regarding terms for issuing VAT credit notes. With regard to bankruptcy proceedings, VAT credit notes will be issued by provider as […]
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Revaluation reserve: taxation only in case of distribution to shareholders
The revaluation of business assets, with tax recognition through the payment of a 3% substitute tax pursuant to Article 110 of Legislative Decree 104/2020, entails the recognition in equity of a reserve equal to the higher value attributed to the assets net of the substitute tax payable. If not franked by payment of the 10% […]
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Misapplication of VAT in distance sales
With Interpretation no. 246 dated April 14, 2021, the Revenue Agency expressed its opinion on the incorrect application of VAT within the sphere of intra-Community distance selling. Distance sales of goods to private individuals in other Member States are to be considered non-taxable in Italy and relevant in the State of destination of the goods, […]
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The “sterilisation” of losses: the interpretation provided by the Triveneto Notary Committee
After the spread of the Covid-19 pandemic, the Italian Government launched several measures aimed at supporting companies in crisis. These measures include the provisions of Article 6 of Decree-Law no. 23/2020, converted with amendments by Law no. 40 of 5 June 2020 and subsequently amended by Article 1, paragraph 266, of the 2021 Budget Law. […]
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The violation of the obligation to submit the IMU return doesn’t have an instantaneous nature: the consequences for the sanctioning power of the Municipal Authority
The obligation to report the possession of real estate properties in ICI return or to declare changes on real estate properties already reported for ICI purposes “doesn’t cease at the expiry of the term set by the legislator regarding the beginning of the possession”, but it “remains until the declaration (or complaint) is submitted”, determining, […]
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Revised IBA Rules on the Taking of Evidence in International Arbitration
It is well known that party autonomy and flexibility are among the most significant advantages of arbitration, especially in international disputes. To ensure this flexibility, the arbitration rules of most arbitral institutions do not contain specific provisions regarding the taking of evidence, leaving the parties free to shape the way the arbitration is conducted. However, […]
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