Contractual Principle of Intra Vires and Information as a Function of Proper Corporate Governance

by Dario Scarpa

The principle of intra vires implies a certain conceptual relativism: it must be anchored to both the size and the specific activity of a corporate enterprise, which are the primary parameters for the evaluation and classification of companies. An adequate corporate structure is the result of business choices; intra vires should be regarded as a general clause in corporate organisation, and therefore as a mandatory criterion of the management activities for which directors are responsible. The principle of intra vires and information are the key elements to be taken into account in the corporate governance of a company, both in the performance of business activities and when the company’s corporate purpose and interests are being pursued. Here, the economic method applied to the law, so that the legal form must correspond to the economic substance of the regulated phenomena, translates into the information method in business law according to which the legal form must match the informative content of the regulated phenomena.

DOI 10.23815/2421-2156.ITALJ           ISSN 2421-2156

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