The Adequate Organizational Structures Functional to the Timely Detection and Management of the Crisis: Between General Principles and Business Science

The new Italian «Codice della Crisi d’impresa e dell’insolvenza» (CCII), anticipating the lines of the EU Directive 1023/2019 concerning the preventive restructuring frameworks, in the wake of the EU Recommendation n.135 of 12-03.2014, focuses on the tools for the early emergence of the crisis, anticipating their management through a suitable enterprise organization. The appropriate organizational structures thus become a general conduct criterion that receives specificity thanks to company science, best practices and sector codes, in order to configure, in the event of its violation, a liability deriving from organizational fault. In this article authors try to explore the possible impact of new article 2086 of Civil Code as amended by the recent reform on the corporate governance of corporations and company groups. The reform seems to establish new functions and powers that change the traditional corporate governance architecture.