Italy. Legal Capital Rules in Italian Company Law and the EU Perspective

Kapitel in diesem Buch

1. i-iv i
2. Preface v
3. Table of Contents vii
4. List of Contributors ix
5. Legal capital of public companies in Europe – Executive summary of considerations by the expert group on “Legal Capital in Europe” 1
6. Part 1: Elements of Creditor Protection
7. Minimum Capital in the System of Legal Capital 17
8. Raising Cash and Contributions in Kind when forming a Company and for Capital Increases 42
9. Capital Maintenance – The regime of the Capital Directive versus Alternative Systems 75
10. Disguised Distributions and Capital Maintenance in European Company Law 94
11. Director’s Duties in the Vicinity of Insolvency – a comparative analysis with reports from Germany, Austria, Belgium, Denmark, England, Finland, France, Italy, the Netherlands, Norway, Spain and Sweden 112
12. Grounds for Insolvency and Liability for Delays in Filing for Insolvency Proceedings – Necessary Supplement to Capital Protection 144
13. Direct Liability of Controlling Parties (Piercing the Corporate Veil) and Related Legal Constellations 166
14. Directors Liability in the Member States of the European Union 232
15. Directors’ disqualification and creditor protection 254
16. Fixed Capital under German Stock Corporation Law and its Significance for the Protection of Investors and Minority Shareholders 280
17. Special Rules for Shareholder Loans: Which Consequences Would Arise for Shareholder Loans if the System of Legal Capital Should be Abolished? 308
18. Claw-back Rules and Creditors’ Protection 325
19. The Future of Creditor Protection through Capital Maintenance Rules in European Company Law – An Economic Perspective 341
20. Improving Creditor Protection through IFRS Reporting and Solvency Tests 365
21. Does contract suffice to protect the creditors of a company and their interests? 394
22. Part 2: Single Country Reports
23. England 413
24. Creditor protection through insolvency law in England 427
25. France. Working Group on the Share Capital in Europe – French Answers to the Questionnaire 480
26. Italy. Legal Capital Rules in Italian Company Law and the EU Perspective 515
27. Netherlands. Capital and Capital Protection in The Netherlands: A Doctrine in Flux 558
28. Spain. Capital Protection in Spanish Company Law 582
29. Poland. A Report on Selected Aspects of Legal Capital under Polish Code of Commercial Companies 597
30. USA. Capital Requirements in United States Corporation Law 620
31. Life Without Legal Capital: Lessons from American Law 646
32. Index 695