ITALY Law and Practice Contributed by: Alessandro Pistochini, Luca Moglia, Giovanni Bellissimo and Giulia Barattini, Pistochini Avvocati Studio Legale
Public Sector Law 190/2012 requires the implementation of a three- year Anti-Corruption and Transparency Plan and the appointment of a responsible officer. The plan must assess risks, introduce safeguards, ensure transpar - ency, provide training, and facilitate reporting. Failure is not a crime, but can trigger administrative, discipli - nary and accounting liability under ANAC oversight. Public officials are required to report offences (Arti - cles 361–362 ICC), while Decree 24/2023 mandates administrations to maintain whistle-blowing channels, with ANAC imposing fines for breaches. Private Sector Legislative Decree 231/2001 makes the “231 Model” the sole defence against liability for bribery or influ - ence peddling. It must identify risks, set controls, empower a supervisory body and include whistle- blowing systems. A lack of a model is not an offence, but it leaves companies exposed to sanctions. Decree 24/2023 separately requires whistle-blowing chan - nels, and sectors covered by AML Decree 231/2007 must file suspicious transaction reports, with admin - istrative fines for non-compliance. 3.4 Insider Dealing, Market Abuse and Criminal Banking Law The offences are partly criminal and partly adminis - trative, aiming to safeguard the integrity of markets, investors’ trust, and the stability of the financial sys - tem. Insider Dealing The key provision is Article 184 of the Consolidated Law on Finance (TUF, Legislative Decree 58/1998), which punishes anyone who, by virtue of their posi - tion (issuer, shareholder, director, auditor, employee or other professional role), uses inside information to trade in related financial instruments. It also covers unlawful disclosure or recommendations based on inside information. Penalties range from two to twelve years of imprisonment and fines between EUR20,000 and EUR3 million, which may be increased to three times or ten times the illicit profit, depending on the seriousness of the offence.
Market Manipulation Closely related is Article 185 TUF, which prohibits mar - ket manipulation, including disseminating false infor - mation, carrying out sham transactions, or using other artifices that are specifically capable of producing a significant alteration in the price of financial instru - ments. The manipulation can occur through trading practices (“trade-based manipulation”) or through information (such as false or misleading news). The sanction is imprisonment for two to twelve years and a fine of EUR20,000 to EUR5 million, again sub - ject to multiplication by up to three times or ten times the illicit profit. Criminal Banking Law Offences Italian law also punishes the unlawful conduct of bank - ing and financial activities. The main offences deriving from the Consolidated Law on Banking (TUB, Legisla - tive Decree 385/1993) have been outlined below. • Illicit Collection of Savings From the Public: Article 130 TUB criminalises anyone who, without authori - sation, offers or carries out the acquisition of funds from the public with an obligation to repay. The penalty is imprisonment from six months to three years and a fine ranging between EUR12,911 and EUR51,645. • Illicit Banking Activity: Under Article 131 TUB, anyone who carries out banking activity (ie, collec - tion of savings from the public and the granting of credit) without authorisation is subject to impris - onment from one to eight years and a fine from EUR4,130 to EUR10,329. • Illicit Financial Intermediation: Article 132 TUB criminalises the conduct of financial intermedia - tion activities without authorisation. This includes activities reserved for licensed intermediaries under Italian law (such as granting loans or other forms of financial services). The sanction is imprisonment for a term of six months to four years and a fine of EUR2,065 to EUR10,329. Ancillary Sanctions and Corporate Liability For both insider dealing and market manipulation, the confiscation of profits (or their equivalent value) is mandatory, and disqualification from managerial roles in financial companies may also apply. Under Legisla -
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