Italy: No corporate criminal law for one-man companies
One of the main
differences in company law between the two countries is the corporate criminal
law that does not yet exist in Germany. A "law on the sanctioning of
association-related offences" has been submitted to the Bundestag as a
draft by the federal government and may still be passed in this legislative
period. In contrast, the Italian legislature introduced a law as early as 2001
that makes companies responsible for violating compliance rules. In addition to
fines, the law provides for the exclusion of the company from public tenders,
but also a general ban on further corporate activity (DL 8.6.2001, n. 231).
German entrepreneurs and managers who enter the management or board of directors of Italian subsidiaries are often unaware of the considerable risks. This is a classic field for cross-border legal advice. lawyers working across borders.
A decision relevant to Italian legal practice has now been made by the investigating judge in Milan. It has ruled that the Corporate Criminal Code 231/2001 does not apply to companies with only one shareholder. The case decided concerned a 1-Euro srl comparable to a German UG. The criminal judge is of the opinion that in the case of such a one-man company, one could not establish an autonomous economic interest separate from the company that would appear to be worthy of punishment (GIP Milano 971/2020, cited in Sole 24 Ore of 24.09.2020).