Corporate governance and directors’ duties: Italy

The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals.

Contents

• Corporate entities
• Legal framework
• Board composition and remuneration of directors
• Management rules and authority
• Duties and liabilities of directors
• Transactions with directors and conflicts
• Disclosure of information
• Company meetings
• Minority shareholder action
• Internal controls, accounts and audit
• Corporate social responsibility
• Company secretary
• Institutional investors and shareholder groups
• Reform
• The regulatory authorities
• National Commission for Companies and the Stock Exchange (Commissione Nazionale per le Società e la Borsa) (CONSOB)
• Italian Competition Authority
• Online resources
• Official Gazette (Gazzetta Ufficiale)
• Italian Government (Governo Italiano)
• Altalex

Source: Practical Law Company