IUXTA Legal Team obtained from the Court of Appeal of Milan the confirmation of an arbitration award with which one of its clients, in its quality of minority shareholder, obtained full reimbursement in favour of the investee company for the considerable damages caused by the decisions taken by the Board of Directors, whose members were expression of the majority shareholder, and characterised by “mala gestio”(i.e. bad management) and conflict of interest.
The judgment is of particular interest from a procedural point of view since the Court of Appeal rejected the objections raised on matters of substance by the counterparties against the award. In fact the Court of Appeal adhere to an interpretative line proposed by IUXTA Legal Team that focused on the value to be attributed to the silence of the shareholders in the event of ancillary amendments to the bylaws. Silence that occurred, however, after the reform of Article 829, paragraph 3 of the Italian Code of Civil Procedure by Article 24 of Legislative Decree No. 40/2006.
The judgment aroused the interest of arbitration experts and it was published in the journal “Arbitrato in Italy”.
Avv. Alberto Bernardinello and the IUXTA Legal Team, including in particular Avv. Alessandro Vignati, handled the corporate and procedural aspects of the case. The delicate intellectual property aspects were handled with the valuable support of Quiriconi Law Firm.