Italy

As far as individuals are concerned, the Italian Criminal Code (ICC) provides for various corruption offences (Articles 317–322 ter and 346 bis), for general fraud offences (Articles 640 and 640 bis), for money laundering offences (Articles 648 bis – 648 quater), and for violation of EU sanctions and restrictive measures offences (Articles 275 bis – 275 decies). Tax crimes are regulated by Legislative Decree No. 74/2010. False accounting offences are regulated by the Italian Civil Code (Articles 2621–2622). Insider trading and market manipulation offences are provided for by Legislative Decree No. 58/1998 (the so-called “Finance Unified Text”; Articles 184–185).

With respect to companies, Legislative Decree No. 231/2001 (“Law 231”) regulates their criminal liability with regard to a compulsory list of criminal offences committed by their managers or employees in the interest or for the benefit of the company. The company’s liability is qualified by the law as an “administrative offence”, consisting in not having implemented an adequate compliance programme able to prevent the commission of the criminal offence by the company’s managers or employees; however, the competence for the investigation and prosecution of companies’ offences lies with the ordinary public prosecutors, under the rules of criminal procedures and in the frame of criminal proceedings subject to the jurisdiction of criminal courts, which are usually joined with the criminal proceedings against the managers or employees who committed the predicate offence.

Italy is a signatory of various international treaties and/or conventions regulating white-collar crime. The main applicable conventions are the following:

• The EU Convention on the Fight against Corruption Involving Officials of the European Community or Officials of the member states of the European Union, Brussels, 26 May 1997 (ratified by Law No. 300/2000, entered into force on 26 October 2000);
• The OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, Paris, 17 December 1997 (ratified by Law No. 300/2000, entered into force on 26 October 2000);
• The UN Convention against Transnational Organized Crime, New York, 15 November 2000 (ratified by Law No. 146/2006, entered into force on 12 April 2006);
• The UN Convention against Corruption (the UNCAC), New York, 31 October 2003 (ratified by Law No. 116/2009, entered into force on 15 August 2009);
• The Criminal Law Convention on Corruption, Strasbourg, 27 January 1999 (ratified by Law No. 110/2012, entered into force on 27 July 2012); and
• The Civil Law Convention on Corruption, Strasbourg, 4 November 1999 (ratified by Law No. 112/2012, entered into force on 28 July 2012).

The mentioned laws and offences apply to individuals and companies, in accordance with the relevant criteria previously explained.

It should be noted that the public prosecutors’ decision to bring criminal prosecutions is compulsory and not discretionary. This means that when they acquire or receive a “notice of crime” — a notice regarding specific facts potentially constituting a crime — they have a duty to open formal criminal proceedings (by immediately registering the notice in a special register) and start an investigation. Subsequently, if they gather sufficient evidence that an offence was committed by certain individuals or companies, they have a duty to bring a criminal prosecution by requesting the committal for trial of the targets. Where on the contrary public prosecutors assess that the notice of crime is ungrounded or that there is not reasonable prospect of conviction, for individuals they must request the dismissal of the case to the competent judge, whilst for companies they have the power to directly dismiss the case against them.

With respect to companies, it should be noted that the list of predicate offences is constantly updated and broadened, and it currently covers a wide range of white-collar crimes, such as corruption, money laundering, tax fraud and fraud against the state, false accounting, insider trading and market manipulation, health and safety crimes, intellectual property crimes, infringement of trademarks, environmental crimes and violation of EU sanctions.

If the predicate criminal offence is committed by an employee, the company can avoid liability by proving that it had implemented at the time an adequate compliance programme (properly designed to effectively prevent the commission of that type of offence). However, if the offence is committed by senior managers, the liability of the company can be avoided only by proving that:

• the company had implemented at the time an adequate and effective compliance programme;
• there was sufficient surveillance by the supervisory board (ODV); and
• the senior manager committed the offence by “fraudulently circumventing” the mentioned internal controls.

In practice, the above standard is extremely difficult to meet and almost unreachable.

In the event of “criminal responsibility”, companies are subject to sanctions constituted of:

• fines;
• disqualifications; and
• confiscation.

Disqualifications can be particularly afflictive as they can also be applied at a pre-trial stage, as interim coercive measures, and they can consist of the suspension or revocation of government concessions, debarment, exclusion from government financing, and even prohibition from carrying on business activity (Articles 9–13 of Law 231).

The general governing principle is that of territoriality, according to which Italian courts have jurisdiction on all offences considered committed within the Italian territory, regardless of the nationality of the offender: namely, when at least a segment of the prohibited conduct, or the event, takes place in Italy (Article 6, ICC). This principle suffers a derogation in favour of the “extra-territorial” jurisdiction only to a very limited extent, and under stringent requirements (presence in Italy of the suspect, request of the Italian Minister of Justice, unsuccessful extradition proceedings, etc.; see Articles 9 and 10, ICC).

However, it should be noted that with respect to white-collar crime (corruption, tax fraud, money laundering, etc.) the existence of the Italian jurisdiction is broadly asserted by Italian prosecuting authorities, and broadly affirmed by Italian courts, also vis-à-vis foreign nationals and foreign residents, on the basis of the mentioned principles, and of the relating principle concerning the participation as accomplices in a criminal conduct taken in Italy by other offenders (Article 110, ICC).

The same applies to foreign companies that have their registered seat and main place of business abroad: they can be subject to Law 231 and be prosecuted in Italy if at least a portion of the criminal offence committed by their managers or employees took place in Italy, and all the other requirements for the company’s liability (including the failure to implement an adequate and effective compliance programme) are fulfilled.

The principal domestic white-collar crime offences are listed below. They all require intent as a mental element, and the main defences are in principle not to have committed the mentioned offences, and/or the absence of the required mental element.

Corruption

The main corruption offences relating to domestic public officials are the following:

• “proper bribery”, which occurs when the public official, in exchange for performing an act conflicting with the duties of his office, or in exchange for omitting or delaying an act of his office, receives money or other things of value, or accepts a promise of such things (Article 319, ICC). Punishment is imprisonment from six to 10 years, and it can be increased due to “aggravating circumstances”;
• “bribery for the performance of the function”, which occurs when the public official, in connection with the performance of his functions or powers, unduly receives, for himself or for a third party, money or other things of value or accepts the promise of them (Article 318, ICC). Punishment is imprisonment from one to six years, and it can be increased due to “aggravating circumstances”;
• “bribery in judicial acts”, which occurs when the conduct mentioned under the first two points above is taken for favouring or damaging a party in a civil, criminal or administrative proceeding (Article 319 ter, ICC). Punishment is imprisonment from six years to 12 years, and it can be increased due to “aggravating circumstances”;
• “unlawful inducement to give or promise anything of value”, which occurs when the public official, by abusing his quality or powers, induces someone to unlawfully give or promise to him or to a third party money or other things of value (Article 319 quater, ICC). Punishment is imprisonment from six years to 10 years and six months for the public official, and up to three years for the private briber, and they can be increased due to “aggravating circumstances”. Where the private party is “forced” by the public official to give or promise a bribe, the offence of “extortion committed by a public official” applies (Article 317, ICC). In that respect, the private party is considered the victim of the crime, and the offence entails the exclusive criminal liability of the public official.

Additional criminal offences concerning relations with public officials are the following:

• “trafficking of unlawful influences”, which occurs when anyone, out of the cases of participation in the offences of “proper bribery” and “bribery in judicial acts”, by intentionally exploiting existing relations with a public official, unduly makes someone give or promise to him/her or others, money or other economic advantage, in order to reward a public official in relation to the performance of his/her functions, or in order to carry out an unlawful intermediation with the public official (namely to induce the public official to carry out an act conflicting with the office’s duties constituting crime, from which an undue advantage may derive; Article 346 bis, ICC). Punishment is imprisonment from one year to four years and six months, and can be increased due to “aggravating circumstances”; and
• “instigation to bribery”, which occurs when the private party makes an undue offer or promise that is not accepted by the public official, or when the public official solicits an undue promise or payment that is not carried out by the private party (Article 322, ICC). Punishments provided for “proper bribery” and for “bribery for the performance of the function” apply and are reduced by one-third.

Money laundering

The criminal offence of money laundering is provided for by Article 648 bis of the ICC, which punishes the conduct of anybody who, with knowledge and intent, substitutes or transfers money, goods or other things of value deriving from an intentional crime or carries out, in relation to that benefit, any transactions in such a way as to obstruct the identification of their criminal provenance. As of 2015, the so-called “self-money laundering” is also punishable. The punishments are imprisonment from four to up to 12 years and a fine from EUR 5,000 to EUR 25,000, always with the confiscation of the relevant money/goods in case of conviction.

As for the mens rea, the law requires knowledge about the unlawful provenance of the money, goods or other things of value, and knowledge and intent to substitute or transfer them, or to carry out transactions that could obstruct the identification of their criminal provenance.

Tax crimes

The most relevant criminal tax offences are provided for by Legislative Decree No. 74/2010. They are the following:

• submitting a fraudulent tax return by using false invoices (for non-existing transactions). Punishment is imprisonment from four to up to eight years (Article 2);
• submitting a fraudulent tax return by using other fraudulent means. Punishment is imprisonment from three to up to eight years (Article 3);
• submitting a false tax return. Punishment is imprisonment from two to up to four-and-a-half years (Article 4);
• failure to file a tax return. Punishment is imprisonment from two to up to five years (Article 5);
• issuing false invoices (for non-existing transactions). Punishment is imprisonment from four to up to eight years (Article 8);
• concealment or destruction of account books. Punishment is imprisonment from three to up to seven years (Article 10); and
• fraudulent subtraction to the payment of tax. Punishment is imprisonment from six months to up to four years (Article 11).

In most of the mentioned offences, the achievement of a specific amount of tax evasion (higher than a certain threshold) is a pre-condition of the offence (i.e. more than EUR 30,000 for a “fraudulent tax return by using other fraudulent means”; more than EUR 50,000 for a “failure to file the tax return”; and more than EUR 100,000 for a “false tax return”).

The mental element required is always the intent to evade income tax or VAT (or to allow third persons to evade taxes).

False accounting

The criminal offence of “false accounting” is contained in the Italian Civil Code (Articles 2621 and 2622). With respect to listed companies, it provides for imprisonment from three to eight years for directors, chief executives, internal auditors and liquidators who, with the purpose of obtaining an undue profit, intentionally indicate material facts not corresponding to the truth in the balance sheets, reports or other corporate communications directed to the shareholders or to the public, or who intentionally omit relevant material facts whose communication is imposed by the law on the economic, patrimonial or financial situation of the company or of the group to which it pertains, in a way concretely capable of misleading others. The mental element required is intent.

For non-listed companies, punishment is ordinarily imprisonment from one to five years.

Insider trading

The criminal offence of “insider trading” is provided for by Legislative Decree No. 58/1998 (the so-called “Finance Unified Text”; Article 184). It provides for the punishments of imprisonment from two to up to 12 years and a fine from EUR 40,000 up to EUR 6 million for any individual who, being in possession of non-public information in their capacity as a member of administrative, managing or supervisory bodies of the issuer corporation, or as shareholder of the issuer corporation, or by performing an employment activity, profession or function, also public, or an office:

• purchases, sells or carries out other transactions, directly or indirectly, on behalf of himself or of a third party, on financial instruments by using the mentioned information;
• communicates the mentioned information to others, out of the normal course of employment, profession, function or office; or
• exhorts or induces others, on the basis of the mentioned information, to carry out some of the transactions indicated under the first point above.

The mental element required is intent.

Market manipulation and fraud

The criminal offence of “market manipulation” is provided for by Legislative Decree No. 58/1998 (the so-called “Finance Unified Text”, Article 185). It provides for the punishments of imprisonment from two to 12 years and a fine from EUR 40,000 to EUR 10 million for any individual who spreads false news or carries out sham transactions or other deceptions that are concretely able to cause an alteration of the price of financial instruments. The amount of the fine can be additionally increased by the judge in the most serious cases. The mental element required is intent.

The general statute of “fraud” can be used in residual cases (Article 640, ICC). It provides for imprisonment of up to three years (and up to five years in case of aggravating circumstances) for anyone who, using devices or deception, obtains an undue profit for himself or others, causing damage to others. The mental element required is intent.

Foreign white-collar crime offences, concerning a conduct which totally occurred outside of the Italian territory, are in principle not punishable by Italian law (see Question 4, above).

However, it should be noted that with respect to white-collar crime (corruption, tax fraud, money laundering, etc.) the existence of the Italian jurisdiction is broadly asserted by Italian prosecuting authorities, and broadly affirmed by Italian courts, also vis-à-vis foreign nationals and foreign residents, on the basis of the principle that it is sufficient that a segment of the prohibited conduct, or the event, takes place in Italy (Article 6, ICC); and of the relating principle concerning the participation as accomplices in a criminal conduct taken in Italy by other offenders (Article 110, ICC).

In accordance with the mentioned principles, the corruption of public officials of foreign states and of international organisations (such as the United Nations, Organisation for Economic Co-operation and Development, OECD, etc.) is punishable in Italy under the domestic corruption offences previously explained, but with the limitation that only active corruption is punished (namely, only the private briber, on the assumption that the foreign public officials will be punished according to the laws of the relevant jurisdiction; Article 322 bis, ICC).

As anticipated in the Introduction and Question 3, above, public prosecutors are responsible for the investigation and prosecution of all criminal offences, including white-collar crime offences, committed by both individuals and companies. They are assisted by the police. Public prosecutors are not part of the government but are professional magistrates, such as court judges, and their jurisdiction is geographically determined on the basis of the place where the crime was committed.

The public prosecutors’ powers of investigation are extensive. In particular, they are empowered to:

• compel a person to attend an interview, both witnesses and suspects; the latter, however, have the right not to answer;
• compel the provision of information and the production of “determined things” and documents (including documentation and correspondence possessed by banks);
• issue search warrants to search premises (where there are reasonable grounds to believe that there are items related to the crime in a certain place) and seize relevant items and documents (items related to the crime which are necessary for the assessment of the facts; Article 253, Italian Code of Criminal Procedure; ICCP); and
• seize documentation relating to bank accounts (where there are reasonable grounds to believe that they are related to a crime; Article 255, ICCP).

In practice, raids are often used in order to benefit from the surprise element.

Public prosecutors are not empowered to autonomously issue phone tapping orders, freezing orders and pre-trial custody orders, but they can make applications to a competent judge (Article 267, ICCP).

There is no obligation for individuals or companies to disclose crimes or misconduct to prosecuting authorities.

In relation to white-collar crime, Italian law expressly provides benefits for disclosure only with respect to individuals in connection with corruption crimes (the benefit consists of exemption from criminal liability and is subject to stringent requirements, including a self-reporting to be made within four months of the offence).

With respect to companies, there is no formal mechanism to cooperate with the investigation or to disclose violations in exchange for immunity or lesser penalties (with the exception of the plea bargaining which will be subsequently explained). However, a certain degree of cooperation with the prosecuting authorities before trial (in terms of the removal of the officers allegedly responsible for the unlawful conduct, implementation of compliance programmes aimed at preventing the same types of offences, compensation of damage, etc.) can have a significant impact on reducing the pre-trial and final sanctions applied to the company (see Articles 12 and 17, Law 231, which provide for the non-applicability of disqualifications, and the reduction of fines from one-half to two-thirds in the event of complete compensation of damage, implementation of a compliance programme effectively able to prevent the same type of offence, and restitution for confiscation of the proceeds of crime).

Deferred prosecution or non-prosecution agreements are not provided for by the Italian system.

Under certain conditions, plea bargaining with prosecuting authorities is recognised by Italian law. With respect to individuals, it has to be approved by the competent judge, it entitles the offender to up to a one-third reduction of the punishment, the punishment agreed upon cannot be more than five years’ imprisonment, and with a few exceptions is substantially considered as a conviction sentence (Articles 444–445, ICCP). With respect to companies, in relation to criminal offences for which the corporate managers or employees would be entitled to a plea bargain, a similar mechanism of plea bargaining is available (Article 63, Law 231). According to case law, a plea bargain cannot be considered an admission of wrongdoing, but rather an incomplete assessment of liability deriving from the defendant decision to renounce to challenge the charges. As of 2023, plea bargain judgments cannot be used as evidence in the related civil, tax and ethical proceedings. Under certain conditions, a plea bargain may limit the ability of the company to take part in public tenders (see Code of Public Contracts).

If there appears to be prima facie grounds for a criminal investigation against the company and its managers or employees, it is advisable to immediately adopt appropriate and effective reaction measures, such as carrying out an internal investigation under the guidance of a qualified external legal counsel, involving an in-depth assessment of the allegations and the effectiveness of the company’s internal control system (including, where advisable, entrusting a qualified forensic firm with the task of identifying any possible gaps in the internal control system and advising on improvements).

As previously explained, compliance programmes have a crucial role for excluding or mitigating corporate criminal liability. In particular, fines applicable to companies can be reduced by up to two-thirds, and disqualifications can be excluded, if the following conditions are fulfilled:

• the company has entirely compensated damage and eliminated the damaging consequences of the crime;
• the company has eliminated the organisational deficiencies that gave rise to the crime, by adopting and implementing an adequate compliance programme that is able to prevent the commission of offences of the same type as those under investigation; and
• the company has made the profits obtained from the crime available to the authorities for confiscation.

To benefit from leniency, it is generally advisable that the company adopts appropriate and effective reaction measures as soon as it becomes aware of the possible criminal investigation and ensures that a remediation plan is fully executed before the deadline provided for by the law (i.e. the declaration of opening of the trial of first instance).

The strategical decision about if and when self-reporting to the public prosecutor is obviously a sensitive one to be taken under the guidance of a qualified external legal counsel, on the basis of all the specific circumstances of the case.

Under Italian law, documentation or communications from in-house counsel are not covered by legal professional privilege; and the protection granted by legal professional privilege, about materials regarding the suspect’s criminal defence, is in any case very limited, and it is more effective at trial — to prevent the use as evidence of documents covered by privilege — than at the stage of the investigation.

Specific and effective protections for whistle-blowers, in the private and public sectors, applicable also in the context of white-collar crime, were first introduced in 2017 by Law No. 171/2017 and then extended in 2023 by Legislative Decree No. 24/2023, which implemented the EU Directive 2019/1937 on the protection of persons who report breaches of Union law.

In essence, the main protections are, on the basis of specific internal and external reporting channels (in writing or orally, by telephone or through other voice messaging systems, and, upon request of the reporting person, by means of a physical meeting within a reasonable timeframe), the confidentiality of the identity of the reporting person and the prohibition of any form of retaliation against such persons (with the consequent invalidity of unjustified terminations, suspensions, demotions, transfers of duties, etc.). In the private sector, appropriate reporting procedures and protection measures must be included in the corporate compliance programme to be implemented in accordance with Law 231.

Subject to reporting or public disclosure are breaches, namely conduct, acts or omissions that are harmful to the public interest or to the integrity of the public administration or of the company, and that consist of:

• administrative offences;
• criminal offences or civil torts;
• violations of the company’s compliance programme adopted according to Law 231; and
• other relevant violations of Union law.

In administrative or judicial proceedings relating to the assessment of the prohibited retaliations, it shall be presumed that the detriment to the reporting person was made in retaliation for the report or the public disclosure. In such cases, it shall be for the person who has taken the detrimental measure to prove that the measure was justified by reasons other than the report or the public disclosure.

In the event of retaliation, obstacles to the reporting or failure to implement adequate reporting channels, the company and/or the responsible officer shall be subject to sanctions represented by fines (generally from EUR 10,000 to EUR 50,000), applied by the Italian National Anti-Corruption Authority (ANAC).

In the event of report/disclosure concerning potentially criminal conduct, the best practice about how a company should respond is outlined in Question 9, above.

Italian public prosecutors have been extremely active in investigating and prosecuting white-collar crime, especially over the last three decades with respect to individuals and the last two decades with respect to companies (Law 231 on corporate criminal liability entered into force in 2001).

Over the past decade, in a trend that continues today, particular emphasis was devoted to the investigation and prosecution of corruption offences (domestic and foreign), against both companies and their managers or employees; and also tax crimes, originally against individuals and company officers and since 2020 also against the companies, in accordance with Law 231.

With respect to corruption cases, in the last decade the public prosecutor’s office of Milan has conducted high profile investigations and prosecutions for the charges of corruption of foreign public officials, including vis-à-vis the Italian oil company Eni and its top managers, and the Anglo-Dutch oil company Shell and its top managers.

In the well-known OPL 245 case, concerning alleged corruption by Eni and Shell and their top managers of the former President, Minister of Petroleum and Attorney General of Nigeria, in exchange for the grant in 2011 of an oil prospecting licence in Nigeria, the Italian courts, with respect to investigations which started in 2013, and after about a decade of intense litigation including a trial lasting approximately four years, finally acquitted all defendants in 2022, further to an in-depth assessment of the factual and legal elements of the case, concluding that no corruption had taken place.

A similar outcome of full acquittal on the merits for all defendants was finally reached by the Italian courts in 2020–2021, in relation to investigations started in 2013 against the companies Eni and Saipem and their top managers, for allegations of corruption of the Algerian Minister of Energy in connection with the award of several tenders in Algeria in the period 2007–2010.

More recently, in 2025, the Public Prosecutor’s Office of Milan disclosed an investigation involving various officers of the Milan municipality, several construction companies and architectural firms and their managers and representatives for alleged bribery offences and falsity, in relation to alleged irregularities in the building permits (also for well-known skyscrapers) issued by the Milan municipality. Six arrest warrants requested by the prosecutors were quashed in August 2025 by the Re-examination Court, with a decision then confirmed by the Court of Cassation. The investigations are currently pending.

As far as tax crimes are concerned, in recent years various tax audits have been carried out by the Italian tax authorities against foreign multinationals in connection with their Italian business (for alleged existence of a permanent establishment in Italy, the filing of incorrect tax returns, etc.), with the start of criminal investigations, especially by the Public Prosecutor’s Office of Milan, against the companies and their managers, for the related alleged criminal tax offences. Whilst in the past most of these cases were de facto settled prior to reaching the trial stage, with dismissal of the criminal proceedings following payment of the taxes allegedly evaded, a new trend is emerging in accordance to which even significant payments of allegedly evaded taxes do not suffice to avoid prosecution and trial.

As explained in Question 11, above, Italian public prosecutors are fully equipped with the skills and resources to continue to tackle white-collar crime.

The main area for improvement, which is currently subject to a legislative reform project, concerns the reduction of the standard of proof for a company to avoid criminal liability, in the event the predicate offence was committed by a senior manager.

In the current scenario, where the predicate offence was committed by a senior manager, the company can avoid criminal liability only by proving that:

• it had implemented an adequate and effective compliance programme (properly designed to prevent the commission of that type of offence);
• there was sufficient surveillance by the ODV; and
• the senior manager committed the offence by “fraudulently circumventing” the mentioned internal controls.

The above standard is extremely difficult to meet and almost unreachable in practice; with the consequence that where a senior manager is involved in the predicate offence, the criminal liability of the company is de facto almost automatic.

The improvement should ideally allow companies to obtain exemption from criminal liability under less stringent and more realistic conditions.

See Question 12, above.