Prepared by Cristian Sgaramella, Maria Progida e Alessandra Ghisio
The Senate’s Budget and Finance Committees concluded their work on the conversion of Decree Law no. 41/2021 (“Decreto Sostegni“, which came into force on March 23, 2021) and approved, among others, the following amendments:
- total postponement of one year for “external” warning procedures;
- possibility to modify “closed” debt restructuring agreements.
1. Postponement of the starting date of the “external” warning obligation
As is known, Article 5, paragraph 14 of Decreto Sostegni introduced a one-year postponement of the reporting obligation of the Revenue Agency as provided for by Article 15, paragraph 7 of the Corporate Crisis and Insolvency Code (“CCII“).
The reporting obligations provided for by Article 15 of the CCII, on the other hand, remained unchanged for Italian Social Security Institute (“INPS”) and the Tax Collection Agent.
As a further measure of support to companies in order to face the Covid-19 emergency, the Senate Committees have approved, among others, an amendment to Article 15 of the CCII, providing for the extension by one year (with respect to the entry into force of the CCII – September 1, 2021) of the obligation for INPS and the Collection Tax Agency to report a company’s crisis in the event of a significant debt exposure.
As a result of this further amendment, the “external” warning obligation provided for by Article 15 of the CCII will therefore start to apply:
- for the Revenue Agency, as from 2023 and, therefore, from the periodic VAT return relating to the first quarter of the second tax year following the entry into force of the CCII (instead of the first year);
- for INPS and the Tax Collection Agent, the year following the entry into force of the CCII.
2. Amendments to “closed” debt restructuring agreements
Further amendments made by the Senate Committees include the possibility for the debtor to amend the content of the plan in order to be able to implement the obligations pertaining to the debt restructuring agreements.
As already occurred for the tax settlement, this amendment will in fact anticipate the entry into force of Article 58 of the CCII concerning the renegotiation of debt restructuring agreements or modifications of the restructuring plan.
This is with the clear aim of allowing the implementation of finalized restructuring agreements even in the event of any change in debtors’ economic conditions as a result of the ongoing pandemic.
Finally, it should be noted that, in April, the Minister of Justice Mrs. Marta Cartabia signed the decree appointing a Commission that will have the goal to identify a new discipline of business crisis, amending, if necessary, the CCII and/or postponing the entry into force of some measures and/or rewriting others. The format of the Commission’s interventions (decree-law, legislative decree, amendments to decrees in progress) is still uncertain, but the Commission should complete the relevant evaluation by 10 June.
Specifically, the four points to be assessed by the Commission are the following:
- evaluation of the opportunity to postpone the entry into force of certain provisions of the CCII (not its entirety);
- formulation of corrective proposals to the CCII;
- formulation of proposals for adaptation to the EU Insolvency Directive, No 2019/1023/EU (with particular attention to the matters of preventive restructuring frameworks, exdebitation, disqualifications and, more generally, measures aimed at increasing the effectiveness of restructuring, insolvency and exdebitation proceedings);
- formulation of proposals to amend, even temporarily, the CCII in view of the Covid-19 health emergency (i.e. measures with limited temporal effectiveness).
In the coming months we may therefore observe further changes to the insolvency discipline with consequent impacts on the structure and timing of the entry into force of the reform of the Bankruptcy Law.
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