The saga of corporate trials in Italy has been full of
suspense. The most recent episode was the Mastella Bill, a
draft law issued by the Council of Ministers in March 2007 and
now submitted to Parliament. The bill was intended to introduce
wide-ranging reforms to the Code of Civil Procedure. Under its
terms, the corporate trial - a compulsory form of proceedings
designed to expedite corporate litigation - would have become
an option to be applied only subject to the approval of all
parties. If approved, this would have meant a premature end to
the corporate trial. However, the bill was dropped following
the end of the Prodi administration in early 2008.
Thus, the corporate trial format remains compulsory for the
litigation of certain matters specified by law. Nevertheless,
defects in the procedure remain and amendments are still
needed. While lawyers await Parliament's next
intervention, we review the corporate trial procedure and its
story so far.
Introduction Of The Corporate Trial
In 2003 Italy's corporate law regime underwent
far-reaching reforms intended to adapt existing regulations to
the new needs of companies and other economic operators. With
the same aim in mind, the legislature introduced a new type of
trial for corporate litigation (ie, the litigation of disputes
between corporations or concerning corporate relationships and
shareholders' agreements). The new form of proceedings,
regulated by Decree 5/2003, entirely replaced ordinary
proceedings for the resolution of such matters.
Corporate trials of this sort differ from ordinary
proceedings in that the first phase does not involve hearings
or the judge. Rather, the parties begin proceedings by
exchanging pleadings containing their respective claims and
arguments. This exchange of pleadings continues until one of
the parties asks the competent court to schedule a hearing for
the discussion of the case and the taking of evidence.
The legislature's intention was to shorten trials
and ensure that corporate disputes were resolved quicker than
After almost four years of Decree 5/2003 being in force, the
corporate trial has reduced the average duration of a case.
The exchange of pleadings between the parties has proved an
effective mechanism, resolving disputes much more quickly and
effectively than the ordinary procedure did. Without hearings,
the parties set each other deadlines for pleadings and
responses and do not add to the workload of the court
The procedural rules for ordinary trials allow parties to
file pleadings only after at least one hearing has taken place.
In addition, since the Italian courts are overburdened with
cases, parties must wait at least 90 days for a first hearing
and a further three to six months for a subsequent hearing - an
undesirably long period.
In light of this, the legislature decided to extend the
applicability of the corporate trial to other matters. In 2005
the law was changed to allow parties to agree unanimously to
the use of the corporate trial for all litigation.
For all the benefits arising from the use of the new
procedure, the rules of the implementing decree are unclear on
certain important issues. In particular, experience has shown
there is a complete lack of regulation on the grounds on
which a writ of summons may be declared null and void;
it is unclear how the procedural connection between
corporate cases and labour cases works;
it is unclear whether a lawyer can serve pleadings on the
opposing party's lawyer directly or whether this must
be done by a bailiff;
the exchange of pleadings works much less effectively in
cases involving more than one defendant; and
the rules concerning the periods and deadlines for trial
are too restrictive for both the parties.
Given the significant defects of the corporate trial, we
believe that the new Parliament will have to approve
appropriate amendments. However, in view of the corporate
trial's benefits, it is to be hoped that the procedure
will continue to be compulsory for the litigation of corporate
The content of this article is intended to provide a
general guide to the subject matter. Specialist advice should
be sought about your specific circumstances.
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