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Italian corporate law: Call of shareholders' meeting of a S.r.l. (Italian limited company) by shareholders and challenge of resolution by directors

Company law

Italian corporate law: Call of shareholders' meeting of a S.r.l. (Italian limited company) by shareholders and challenge of resolution by directors

Important note: Unlike in Germany, the directors of a GmbH, as persons required to participate in the shareholders‘ meeting, are entitled to challenge the shareholders’ meeting resolution if grounds for invalidity exist. Therefore, special attention should be paid even in the case of a full shareholders‘ meeting, if the directors are not present and/or have not consented after having been informed (informed consent), the shareholders’ meeting resolution could be challenged by the administrative body itself.