28th of February 2026
Legislative Decree 231/2001 revolutionized the concept of business risk in Italy by introducing corporate criminal and administrative liability.
What does this mean in practice? If an employee, manager, director, or collaborator commits a specific crime to benefit the company, the company itself pays with its own assets, entirely independently and in addition to the personal liability of the individual who committed the act.
Penalties for Companies: From Financial Loss to Business Closure
The sanctioning system provided by D.Lgs. 231/2001 is extremely severe and can compromise the very survival of a business. In case of conviction, the company risks:
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Pecuniary sanctions (Fines): ranging from a minimum of 25,800 euros up to over 1.5 million euros.
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Disqualifying sanctions: the most feared by entrepreneurs. These include the suspension of business activities, revocation of authorizations or licenses, prohibition from contracting with the Public Administration, and exclusion from subsidies and public financing.
The 3 Requirements for Corporate Conviction
Corporate liability is not triggered automatically for any violation, but requires three specific conditions to be met:
1. The Commission of a “Predicate Offense”
The illicit act must fall within an exhaustive list established by the legislator and constantly updated. Currently, the families of crimes that trigger the Entity’s liability include:
- Misappropriation of public funds, fraud against the State, computer fraud against the State, and public supply fraud
- Computer crimes and illicit data processing (Cybercrime)
- Organized crime offenses
- Corruption, Embezzlement, extortion, undue inducement to give or promise utilities
- Counterfeiting of money, public credit cards, revenue stamps, and identification instruments
- Crimes against industry and commerce
- Corporate crimes
- Crimes with the purpose of terrorism or subversion of the democratic order
- Crimes against individual personality (including illegal gangmastering, reduction to slavery, and exploitation of prostitution)
- Market Abuse
- Manslaughter and severe or very severe negligent injury, committed in violation of occupational health and safety regulations
- Money laundering, receiving stolen goods, use of illicitly obtained money or goods, and self-laundering
- Copyright infringement crimes
- Inducement to withhold statements or to make false statements to Judicial Authorities
- Environmental crimes
- Employment of third-country nationals with an irregular stay
- Racism and xenophobia
- Fraud in sports competitions, abusive gaming, or betting
- Tax crimes and tax fraud
- Smuggling
- Crimes against cultural heritage, laundering of cultural goods, and devastation
- Crimes regarding non-cash payment instruments and fraudulent transfer of values
- Violation of European Union restrictive measures
- Crimes against animals
- Specific crimes in the agri-food sector
2. The Interest or Advantage for the Entity
The crime must have been committed in the interest or to the advantage of the company. A classic example is the violation of safety regulations to save on production costs, or tax evasion to increase corporate liquidity. If the employee acts for an exclusively personal purpose (e.g., stealing money from the corporate coffers for themselves), the company is not held liable.
3. The Absence of an Organizational Model (MOG)
This is where the true defense of the company lies. Liability is triggered only if the Entity has not adopted an effective Organization, Management, and Control Model (MOG) and has not appointed a Supervisory Body (Organismo di Vigilanza – OdV).
The MOG 231: The Protective Shield for Directors
The only way to protect corporate assets and avoid disqualifying sanctions is to act proactively. Adopting a MOG 231 allows the company to prove to magistrates that it has done everything possible to prevent the crime.
Attention, however: jurisprudence is extremely strict. “Copy-paste” models downloaded from the internet have no legal value. To be considered a valid exemption in court, a MOG must be “tailored” to the specific reality of the enterprise, preceded by an in-depth risk assessment of internal procedures, and constantly monitored by an autonomous and independent Supervisory Body.
Furthermore, the Italian Supreme Court of Cassation has clarified that the CEO or the Board of Directors are held personally liable (liability action) if they fail to provide the enterprise with adequate organizational structures to prevent crimes.
Concrete Advantages: Legality Rating and INAIL Discounts
Complying with D.Lgs. 231/2001 is not just a “defensive obligation” but offers immediate competitive and financial advantages:
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Reduction of the INAIL premium: Companies that adopt or update a MOG 231 can request a discount on the INAIL insurance premium (OT23 model), quickly recovering the investment made for legal compliance.
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Access to Credit and Public Tenders: The adoption of the Model contributes to obtaining the Legality Ratingissued by the AGCM (Italian Competition Authority). The “legality stars” facilitate access to bank financing, public tenders, and improve commercial reputation on the market.
Is your company truly protected from the risks outlined in Legislative Decree 231/2001? Do not wait for an inspection or an unexpected event to find out.
✉️ Contact the Firm by writing to info@stefanopipitone.eu to request a preliminary assessment of corporate risks and to structure a tailor-made Organizational Model.
