Clifford Chance

Italy - Coronavirus and Annual General Meetings: practical implications for listed companies

30 March 2020

Law Decree 17 March 2020 no.18 (the so-called "Cura Italia Decree") adopted by the Italian government introduces a number of extraordinary measures applicable to shareholders' meetings convened by 31 July 2020 (or later, in the event of an ongoing national emergency status). In particular, in order to mitigate the operational challenges resulting from the COVID-19 pandemic, companies will have the possibility of extending the term to convene the annual general meeting for the approval of the financial statements, up to 180 days following the end of the financial year, regardless of specific statutory requirements or provisions in the by-laws. The new regulation does not generally affect the timing for the approval of the annual and interim financial statements by the board of directors, which have to be approved by the already existing deadlines unless extraordinary reasons occur (being COVID-19 pandemic not necessarily an extraordinary reason for delay).

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