How to make your company more solid and innovative thanks to the corporate bylaws
In the business world, staying up-to-date and optimizing your corporate structure is essential to ensuring efficiency and growth. One of the most powerful yet often overlooked tools is the company bylaws: a document that not only defines the company's internal rules but, if well-structured, can also offer tax, financial, and organizational benefits.
Often, for capital (and tax) efficiency reasons, corporate bylaws are amended only when strictly necessary, for example, to increase share capital or to make changes necessary for business improvement. However, more often than not, the focus is on a single transaction, failing to realize that changes can also be made to improve corporate governance, optimize tax treatment, and facilitate operational management.
Our partner Progea srl has been operating in this sector since 1994, aiming to provide its clients with administrative and personnel management assistance. Their firm offers valuable tax advice and a range of additional services to help professionals manage their businesses.
Innovative tools that can make the difference
Giuseppe Ossoli, tax consultant and chairman of the board of directors of Progea Srl He explains some of them in detail:
Integration of alternative participatory tools:
Thanks to flexible tools like equity crowdfunding, members can contribute financially through donations and loans, even outside of traditional banking channels. This approach allows for more flexible capital raising, fostering the company's development and encouraging active member participation.
Supervisory body:
For more transparent management and compliance with the Corporate Crisis Code, it is possible to appoint a Statutory Auditor or Auditor. This role therefore ensures greater legal and administrative oversight.
Customized dividend distribution:
Profits can be distributed not only based on company shares, but also taking into account the operational and financial contributions of each shareholder. It is essential to ensure regulatory compliance, obtain approval from the shareholders' meeting, and ensure maximum transparency and documentation.
Arbitration clause:
To avoid lengthy and costly legal disputes, ADR (Alternative Dispute Resolution) tools can be introduced. These mechanisms allow for the rapid resolution of disagreements between partners or with third parties, reducing the time and costs of litigation.
Video conference meetings:
Digital technologies allow remote meetings and deliberations to be held with full legal validity. This ensures greater flexibility and operational continuity, facilitating participation even remotely.
Clause on ancillary services:
This clause allows compensation to be paid to members who provide guarantees to the company. This way, those who assume greater responsibility are valued and the corporate structure is made more equitable and efficient, thus transforming individual commitment into a legitimate cost for the company.
End of Term Benefit (TFM):
The TFM protects directors through an indemnity paid at the end of their term or during their term. This pension plan allows for more effective financial planning, as it can be fixed or proportionate to net operating profits.
Clause 231:
Adopting the Organization, Management, and Control Model pursuant to Legislative Decree 231/2001 reduces the risk of sanctions and strengthens the legal risk prevention system. Furthermore, it enhances the company's reputation, demonstrating a clear commitment to ethics and legality.
Gender Equality Clause:
This clause promotes a fair and inclusive work environment, thus ensuring equal opportunities for all employees. It fosters a corporate culture based on meritocracy and inclusivity.
Adaptation to a Benefit Company:
For companies wishing to formalize their commitment to sustainability, becoming a Benefit Corporation allows them to integrate social and environmental objectives into their corporate mission. This strengthens competitiveness and improves attractiveness to investors and consumers sensitive to ESG values.
The advantages of relying on us for your statute corporate
✅ Optimize the company structure for growth and sustainability.
✅ Benefit from more advantageous tax and asset solutions.
✅ Adopt innovative tools for more agile and effective management.
✅ Avoid legal and administrative issues thanks to modern governance.
Want to know more?
If you'd like to ensure your bylaws are up-to-date or improve them to maximize their benefits, our expert accountants are available for a personalized analysis.
Find out how we can help you build a stronger and more innovative company with a tailored legal and tax strategy by contacting us. at this link!