You must act within the powers imposed by the relevant legislation and by-laws of the company. As a director, unless the by-laws of the company establish limitations on the powers of the Directors, you are vested with broad powers in order to undertake the ordinary and extraordinary management of the company.
In exercising directors’ powers, you are required to exhibit the diligence expected in accordance with the nature of the office and your specific competences in order to perform your duties under the company’s by-laws, the Civil Code and other relevant regulations if applicable.
As a director, you must act in a way which you think is most likely to promote the success of the company. You need to consider a number of statutory factors relating to corporate requirements, including the long term consequences of your decisions, the Company’s reputation and the interests of other stakeholders such as employees and the community.
a substantial risk of serious loss to the company’s creditors
There are many other areas of law that impose duties on directors and senior managers. Matters likely to be of particular relevance, depending upon the nature of the entity and its activities, are set out below:
You must ensure compliance with Health and
Safety Regulations, including, among other duties: – assess risks for health and safety
Please note that, unless otherwise identified and/ or unless the Directors are able to give evidence to the contrary, the members of the Board of Directors are jointly and severally considered as the employer and, as a consequence, they are jointly and severally liable for the breach of the Italian Health and Safety Regulation.