According legislative decree no. 231 of 8th June, 2001 ("Decree no. 231") Italian companies, and not just their employees, can be held liable under criminal as well as civil law for offences committed by the company's employees which benefited the company.

Another consequence of Decree no. 231 is that, potentially, company directors may be held liable to shareholders for lack of care if they failed to implement an internal audit system compliant with Article 6 and the company is subsequently prosecuted under the decree. In addition, shareholders may wish to protect their position by ensuring that such an auditing system is put into place.

In order to protect itself, a company must prove that it had and regularly used an effective and efficient “internal audit system” (well know according Italian legislation as "Modello Organizzativo") designed to prevent certain specified offences. In order to avoid liability under this law, good legal advice is key. Our firm has extensive experience both implementing internal audit systems for clients which comply with Decree no. 231 and defending companies against prosecution under the decree.


Rome, Italy
Via Federico Cesi, 21
00193 Rome, Italy
(T) +39 06 87728728
(F) +39 06 6868437




Milan, Italy
Viale Biancamaria, 21
20121 Milano
(T) + 39 02 87064410
(F) + 39 02 87064416



Pierro Associates is a boutique business law practice that provides legal services to international clients that seek to invest in Italy.