Italy updates

Arbitration & ADR

Rules governing arbitration proceedings between business partners
  • Italy
  • 29 June 2017

A recent Supreme Court of Cassation decision addressed the invalidity of arbitration clauses that do not agree with Decree-Law 5/2003, which concerns judicial procedures for corporate matters. The court found that in arbitration proceedings concerning disputes between business partners, the clause referring to the appointment of arbitrators assigned to the parties will be void even if stipulated before Decree-Law 5/2003 came into force.

Appealability of arbitral decision excluding partners in cooperative
  • Italy
  • 04 May 2017

The United Sections of the Supreme Court of Cassation recently addressed a case concerning a cooperative that had been sued before an arbitral tribunal by three partners who alleged that their exclusion, which the company had approved, had been illegitimate. The court found that the 30-day forfeiture term to appeal a decision excluding a partner of a cooperative, as provided for by the Civil Code, is applicable even in the presence of an arbitration clause in the cooperative's articles of association.

Supreme Court of Cassation issues decision on appealability of partial arbitral awards
  • Italy
  • 16 February 2017

A recent Supreme Court of Cassation decision examined the long-standing question of how to interpret Article 827(3) of the Code of Civil Procedure, which provides that an arbitral award which partially decides the merit of the dispute is immediately appealable, whereas the award which decides some of the questions raised, without resolving the arbitral proceeding, is appealable only together with the final decision.

Supreme Court of Cassation rules on violation of rules regarding merit of a dispute
  • Italy
  • 01 December 2016

The Supreme Court of Cassation recently considered the nullification of an arbitral decision based on a violation of the rules regarding the merit of the dispute, as set out in Article 829(3) of the Civil Procedure Code as modified by Decree-Law 40/2006. According to the previous version of Article 829(2) of the Civil Procedure Code, unless the parties expressly agreed otherwise, an arbitration award could be appealed for a violation of mandatory laws; however, the revised text overturns this clause.

Supreme Court finds that choice of arbitration clause is question of merit
  • Italy
  • 29 September 2016

The Supreme Court of Cassation recently ruled on a dispute between two companies which had accepted two separate arbitration clauses. The court decided that the existence of two arbitration clauses governing the same relationship is a question of merit, rather than jurisdiction, which excludes the possibility that the court examining the procedural facts can also decide who is in charge of the dispute.


Banking

Stricter client data protection rules for banks and banking groups
  • Italy
  • 01 July 2011

The Data Protection Authority has issued regulations for banks and companies within banking groups on the lawful processing of clients' personal data. They govern the circulation of information related to banking clients and the tracking of banking operations (relating to money flow or information) performed by bank employees.

Implementation approaches for Banking Law amendments on consumer credit
  • Italy
  • 17 September 2010

A new legislative decree has implemented the EU Consumer Credit Directive in Italy. Among other things, its amendments to the Banking Law regulate the advertising of consumer credit and introduce new rules on transparency provisions, micro-credit operators, financial agents and credit brokers.

New rules for acquisitions in the financial sector
  • Italy
  • 09 April 2010

A new legislative decree has implemented the EU Acquisitions Directive in respect of acquisitions and increases in holdings in the financial sector. The new rules aim to increase transparency in the approval procedure for acquisitions of stakes in banks and financial intermediaries, introducing new clearance thresholds and setting out the criteria by which the Bank of Italy will assess a potential acquirer.

EU Payment Services Directive: implementing rules for payment institutions
  • Italy
  • 05 March 2010

The legislative decree that implements the EU Payment Services Directive in Italy has recently entered into force. It introduces a new category of payment services provider - the payment institution - and defines the regulatory requirements for Italian institutions and those from other EU member states. In addition, it sets out rules for conducting payment service operations.

Setting a Benchmark? Regulator's Policy and Proceedings on Interchange Fees
  • Italy
  • 30 October 2009

In the past few years the European Commission and the Italian Competition Authority have both examined the retail banking sector and multilateral interchange fees. Seen in the context of the Italian regulator's previous interventions in the sector, the ongoing proceedings against MasterCard and several other banks could have significant consequences in the European context.


Capital Markets

Borsa Italiana Unveils AIM Italia
  • Italy
  • 24 February 2009

A recently launched market, AIM Italia, gives small and medium-sized enterprises with strong growth potential the opportunity to access international venture capital. However, its success will ultimately depend on the company's determination to attract investment, the efficiency of the market's rules and the independence and impartiality of its nominated advisers.

New Regulatory Powers to Combat Insider Dealing and Market Manipulation
  • Italy
  • 07 February 2006

CONSOB, the Italian securities market regulator, has completed the transposition of the EU Market Abuse Directive. Its new regulatory provisions codify its increased powers of intervention and introduce new disciplinary measures on corporate information and crime, particularly with respect to insider dealing and market manipulation.

CONSOB Updates Law Following Consultation with Market Operators
  • Italy
  • 24 May 2005

A new resolution has been unveiled which aims to govern regulated markets. The law harmonizes market regulations with recent corporate law reforms and takes into consideration the implementation of the EU Financial Collateral Directive. It will be of particular interest to market operators, who were consulted on the new law.


Company & Commercial

Corporate capital increases: share premium and minority interests
  • Italy
  • 27 February 2012

Italian corporate legislation does not stipulate a rule on the share premium for ordinary corporate capital increases when the option right is not excluded. As such, there is a real risk that gaps in legislation may jeopardise the interests of minority shareholders.

Monti government's reform boosts class actions and consumer protection
  • Italy
  • 20 February 2012

The government has approved economic liberalisation measures that make it easier for consumers to bring class actions. The new decree also grants the Competition Authority additional powers in respect of standard business-to-consumer contracts and extends the application of certain consumer protection provisions to microenterprises.

Homicide verdict for CEO after health and safety cuts
  • Italy
  • 27 June 2011

An Italian court has sentenced a company's chief executive officer (CEO) to 16 years' imprisonment for an offence related to the death of seven of the company's workers. This is the first case in Italy in which a CEO has been found guilty of homicide, rather than manslaughter.

New rights for minority shareholders in listed companies
  • Italy
  • 31 January 2011

Reforms to Italian company law have aimed to facilitate investment in listed companies by allowing for greater participation in shareholders' meetings by minority shareholders and investors residing outside Italy. This makes a minority participation a more attractive opportunity, especially for investors such as investments funds.

Agency Agreements: Jurisdiction and Mandatory Rules
  • Italy
  • 02 November 2009

The courts are increasingly required to consider disputes under agency agreements between a principal from a non-EU state and an Italian agent operating in Italy. Where agreements include a forum-shopping clause, such disputes raise the question of how and where an Italian agent can claim against the principal.


Competition & Antitrust

Competition Authority opens antitrust proceedings against railway incumbent
  • Italy
  • 13 June 2013

The Competition Authority recently published its decision to open antitrust proceedings against Italian railway operator Ferrovie dello Stato Italiane for possible abusive conduct against Nuovo Trasporto Viaggiatori (NTV), a new market entrant. The authority believes that this alleged conduct could be aimed at impeding NTV's entry into the market and harming consumers.

Competition Authority fines Telecom Italia €103.7 million for exclusionary conduct
  • Italy
  • 23 May 2013

The Competition Authority recently fined Telecom Italia for exclusionary conduct aimed at hampering its competitors' market expansion. The authority determined that Telecom Italia abused its dominant position by denying wholesale network infrastructure access and broadband access to its competitors and by offering anti-competitive discounts to its business clients, thereby squeezing its rivals' margins.

New mandatory competition tax introduced and merger thresholds amended
  • Italy
  • 21 June 2012

The government has introduced two important changes to the competition rules that will affect companies doing business in Italy. The first is the introduction of a new mandatory tax that companies must pay annually to the Competition Authority. The second is a change in the merger turnover thresholds, which will result in a significantly reduced number of mergers being notified to the authority.

Court annuls Competition Authority decision on MasterCard interchange fees
  • Italy
  • 27 October 2011

The Administrative Court of Lazio has annulled the Competition Authority's decision against MasterCard's domestic interchange fees. This is the first case in which the court, following the European Court of Justice's precedent in Alrosa, has limited the authority's broad discretion in rejecting undertakings and has annulled one of its decisions solely because the parties' undertakings were unlawfully rejected.

Regulator opens proceedings against waste management consortia
  • Italy
  • 10 June 2010

The recyclable waste management sector has been under scrutiny from the Competition Authority, which has raised several competition law concerns. However, debate continues as to whether the authority's preferred solution is appropriate. Moreover, it is unclear whether the consortia in the sector - which arguably provide services of general economic interest - are fully subject to competition rules.