Thanks to Rossella De Sio for collaborating on this article
Directive (EU) 2025/2647, published on 30 December 2025 (“Directive”), sets out to overhaul the way consumers access alternative dispute resolution (“ADR”) mechanisms across the EU – with a particular eye on the challenges posed by artificial intelligence and the rapid evolution of digital markets. The Directive redesigns the entire ADR framework following the discontinuation of the Online Dispute Resolution (ODR) platform, which proved unable to cope with the volume of disputes or to keep up with the legal complexity driven by technological innovation.
Member States have until 20 March 2028 to implement the Directive, and the rules shall apply from September 2028. In Italy, therefore, amendments will soon be made to Legislative Decree 130/2015 (which had originally implemented the ADR Directive 2013/2011).
1. THE BROADER AND UPDATED SCOPE OF THE DIRECTIVE
One of the most impactful changes lies in the significantly expanded scope of the Directive. The European legislator has recognised the need to bring consumer protection tools in line with the realities of modern commerce and the increasing digitalisation of economic transactions. Here are the key developments. The Directive:
- clarifies that disputes relating to digital content and digital services fall within the scope of ADR. As a result, companies offering digital services, apps, or digital content will also be subject to the Directive.
- expands the geographical reach of ADR by extending it to disputes with traders established outside the EU — not just within Member States. Acknowledging the inherently cross-border nature of digital commerce, the Directive allows consumers to access ADR procedures even where the trader is based outside the EU, provided that it directs its activities towards one or more Member States. Therefore, European consumers purchasing from non-EU marketplaces or digital platforms will now be able to turn to national ADR bodies, as long as the trader targets their Member State.
- provides that platforms offering free services in exchange for personal data are now expressly required to participate in the ADR system for disputes with their users. The Directive thus enshrines a principle already well established in European consumer law: the provision of personal data constitutes an economically relevant consideration.
- Extends ADR mechanisms to pre-contractual and post-contractual obligations. This is an innovation of considerable practical significance: under the previous regime, ADR was confined to disputes arising from contractual obligations in the strict sense. Disputes connected to mandatory pre-contractual information, unfair commercial practices and misleading advertising now also fall within the scope of application.
2. AI AND AUTOMATION IN ADR: OPPORTUNITIES AND SAFEGUARDS
Perhaps the most forward-looking aspect of the Directive concerns the use of automated tools — including AI — in the ADR decision-making process. Rather than imposing an outright ban, the European legislator has opted for a balanced approach, subjecting the use of such tools to two key conditions: prior transparency and the possibility of an effective human review. On the transparency side, parties must be informed before the procedure begins of any use of automated means in the decision-making process. On the oversight side, where automated tools are used, parties must be able to request a human review of the decision.
3. NEW OBLIGATIONS ON PROFESSIONALS
The Directive also tackles one of the structural weaknesses that has long undermined the effectiveness of ADR: the limited engagement of traders. The new framework introduces a structured system of information and participation obligations designed to change this dynamic. In particular, where the competent ADR body decides to handle a consumer complaint in accordance with its procedural rules, the trader must be formally contacted and invited to participate. This obligation applies regardless of whether the trader’s participation is mandatory or voluntary under national law. On the trader’s side, there is a specific and time-limited duty to respond: traders established in the Union must inform the competent ADR body whether or not they intend to participate within a reasonable period which, according to the Directive, shall not exceed 20 working days — extendable to 30 business days in the event of exceptional circumstances — from receipt of the invitation to take part in the ADR procedure.
The Directive introduces three exceptions to this obligation to respond. The duty does not apply when (i) the trader’s participation in the ADR procedure is already mandatory under national law (though in Italy participation is currently not mandatory); (ii) the ADR body has the power to reach an outcome even without the trader’s participation; and (iii) the trader has already contractually committed — for instance through clauses contained in general terms and conditions — to resort to ADR for the resolution of consumer disputes.
On the consequences of non-compliance with the duty to respond, the Directive clarifies that where a trader fails to respond within the prescribed period, the ADR body may presume that the trader has refused to participate and may close the case. Closing the case is a faculty available to the ADR body, not an automatic outcome and – for the time being – it does not trigger particular consequences. However, the Directive also points out that the consequences of the failure to respond within the deadline are to be established by national legislators. As a result, each Member State will be required to determine the full scope of the sanctions applicable to traders who breach their duty to respond — and it is at that level that the true deterrent effect of the obligation will ultimately be assessed.
4. CONCLUSION
Directive (EU) 2025/2647 marks a turning point in the regulation of ADR mechanism, comprehensively redefining its scope of application, procedural safeguards and obligations incumbent upon traders. The extension of ADR to digital content and services, to transactions based on the exchange of personal data and to disputes with non-EU operators reflects the European legislator’s intention to align consumer protection instruments with the reality of contemporary markets.
For businesses offering digital services the new framework will require a thorough reassessment of internal complaint-handling processes, information obligations and overall ADR readiness.
First, businesses should evaluate whether — also in light of the national implementing measures that will follow — it may be advantageous to proactively include ADR participation clauses in their terms and conditions, expressly offering consumers the possibility to resort to ADR procedures. Doing so could not only demonstrate a commitment to consumer-friendly dispute resolution but may also trigger one of the exceptions to the obligation to respond under the Directive, thereby streamlining the management of ADR-related communications.
Second, given the tight response deadlines introduced by the Directive — 20 working days as a general rule, extendable to 30 only in exceptional circumstances — businesses should consider implementing automated response systems capable of tracking and managing invitations to participate in ADR procedures. Failure to respond within the prescribed timeframe may result in the ADR body presuming that the trader has declined to participate and closing the case, but more importantly, the consequences of non-response will ultimately be determined by national law — making it essential to monitor the transposition process closely.
