As previously indicated in our newsletter on the 2025 Budget Law, we would like to draw your attention to the obligation, extended to administrators of companies established in corporate form, to communicate their digital domicile (PEC) to the Companies Register, pursuant to Art. 1, para. 1, lett. n-ter, of Legislative Decree no. 82/2005.
In this regard, the note from the Ministry of Enterprises and Made in Italy dated 12 March 2025, attached herewith, has provided the following clarifications:
- Personal PEC obligation: The obligation applies to all administrators, who must indicate a personal PEC address. It is not permitted to use the company’s PEC.
- PEC address for each administrator: In the case of multiple administrators, a separate PEC address must be communicated for each of them.
- Extension to liquidators: The same obligation also applies to company liquidators, regardless of whether they were appointed by the shareholders or by judicial intervention.
- Companies already established as of 1 January 2025 have time until 30 June 2025 to comply with the obligation.
- The same deadline applies to companies established after 1 January 2025 that have not yet fulfilled the communication requirement.
- Companies established after 1 January 2025, or that submit their registration application after that date, must communicate the PEC at the same time as submitting the registration application to the Companies Register.
- Subsequent updates: The communication of the PEC must also be made on the occasion of new appointments or renewals of administrators, as well as the appointment of liquidators, even if these events occur before 30 June 2025.
- Exemption from stamp duty and secretarial fees: The registration of the digital domicile and any subsequent changes are exempt from stamp duty and secretarial fees, except in cases where the communication is submitted together with an application for registration or filing of an act subject to such fees.
The failure to communicate the administrator’s PEC entails the suspension of the procedural process related to the registration application or the appointment of the administrator. In addition, the penalty provided for by Art. 2630 of the Civil Code applies, ranging from €103 to €1,032. If the communication, report, or filing is made within 30 days of the deadline, the penalty is reduced to one-third of the amount.
For assistance regarding the new compliance requirement, you may contact our colleagues from the Corporate team: Elmira Shahbazi and Claudia Pavanello.
