Mandatory digital domicile for directors in Italy: initial operational guidelines

published on 3 April 2025 | reading time approx. 3 minutes

The budget law for the year 2025 introduced the obligation to communicate, to the competent Chamber of Commerce, the digital domicile of directors of companies, thus extending this obligation, already in force for individual enterprises (art. 1, paragraph 860, of the law of December 30, 2024, no. 207).

Although the regulation came into force on January 1, 2025, the Chambers of Commerce had interpreted it as applicable only to companies incorporated after that date. However, recently, the Ministry of Enterprises and Made in Italy (MIMIT), with note no. 43836 of March 12, 2025, clarified that the obligation also extends to companies already incorporated before January 1, 2025, setting a deadline for the communication of the digital domicile of directors at June 30, 2025.

What is the digital domicile?

The digital domicile is the certified email address (in short, the PEC) of a company or a director, used for legal and administrative communications. The PEC is essential because it guarantees the security and legal validity of communications, providing proof of sending and receiving messages. The PEC is crucial for the transparency and efficiency of interactions between businesses and authorities, reducing the time and costs of bureaucratic procedures. Additionally, it facilitates the management of official communications, ensuring that all parties involved have access to a secure and verifiable communication channel.

Since communications sent and received via PEC have legal validity and are used by public administration as a preferential tool for sending communications, it is imperative to monitor it constantly.

Obligated subjects, initial communication, and updating of information

The obligation to communicate the digital domicile applies to all directors and liquidators of companies organized in corporate form. It is important to note that, although several Chambers of Commerce initially allowed directors to indicate the company's PEC as their digital domicile, this is no longer possible in light of the new interpretation: the PEC must be personal, and therefore each director must have its own PEC, even in the case of multiple directors.

For companies incorporated after January 1, 2025, the directors’ PEC address must be communicated with the filing of the application for registration of the NewCo in the business register.

For already incorporated companies, the MIMIT foresees June 30, 2025 as deadline for compliance or possible corrections. However, if a director is newly appointed or renewed, or a liquidator is appointed before the above deadline, the PEC must be included in the communication of the appointment or renewal filed with the competent Chamber of Commerce.

Non-compliance and sanctions

According to the already mentioned note of the MIMIT, failure to communicate the directors’ PEC address with registration of a new appointment or renewal of the office, or the appointment of the liquidator, will result in the suspension of the registration, i.e. the appointment or renewal procedure, granting a maximum period of 30 days to provide for the missing information. If the company does not comply within this period, the application will be rejected.

Regarding sanctions, there are no new specific provisions. However, the ordinary sanction provided for by Article 2630 of the Civil Code applies, which imposes a fine ranging from 103 to 1,032 euros for those who fail to execute reports, communications, or filings with the Company Registry within the prescribed terms. If compliance occurs within 30 days after the deadline, the fine is reduced to one-third.

In conclusion, it is noted that the Chambers of Commerce have requested further clarifications from the MIMIT regarding some operational doubts, such as the peremptoriness of the indicated deadline, the applicability of this obligation to the managers of branches and to companies managed by other companies.