News · Criminal law · – 12 November 2026
In the Revenue Agency’s view, a suitable 231 compliance model (modello 231) integrated with the Tax Control Framework (TCF) may satisfy the commitment in the code of conduct to keep the company out of tax fraud, including fraud by third parties, provided that the anti-fraud controls prove adequate: this must be assessed case by case.
The framework. The cooperative compliance regime (adempimento collaborativo) is governed by Legislative Decree no. 128 of 5 August 2015: the company must have an integrated system for identifying, measuring, managing and controlling tax risk, certified by independent professionals and including a map of the tax risks in its business processes (Article 4). For applications filed in the 2024 and 2025 tax periods, the Agency admits companies even without certification, which must then be produced by 31 December 2026, failing which they are excluded from the regime (Article 14 of Legislative Decree no. 192 of 18 December 2025, as amended by Article 17 of Legislative Decree 148/2026, in force from 12 August 2026). The circular, which predates that decree, still gives 30 September. From 1 January 2027 the rules will be incorporated into Articles 143 to 150 of the consolidated Act on tax compliance and assessment (testo unico adempimenti e accertamento, Legislative Decree no. 141 of 5 August 2026), whose Article 148 already contains the new deadline.
Why it matters. According to the circular (§ 3.1), integration requires specific anti-fraud controls to be included in the tax risk map; the Agency also considers it advisable for the model to identify tax offences and the related controls, as well as the information flows between the supervisory body (organismo di vigilanza) and the function responsible for tax compliance. This matters because tax offences are predicate offences for corporate liability, with financial penalties of up to five hundred quotas (quote), increased by one third where the entity has obtained a significant profit, and disqualification penalties (Article 25-quinquiesdecies of Legislative Decree 231/2001). The exclusion of criminal liability under the regime covers only the filing of an inaccurate tax return (dichiarazione infedele, Article 4 of Legislative Decree 74/2000) and applies to risks disclosed to the Agency promptly and fully before the return is filed, provided that the conduct corresponds exactly to what was disclosed (Article 6, paragraph 4, of Legislative Decree 128/2015). It does not cover sham or fraudulent conduct or fictitious deductible items. For other offences, the Agency decides case by case (§ 5.5) whether to add information on the company’s participation in the regime to the crime report (notizia di reato). In our view an integrated TCF is a useful argument in the company’s defence, but it does not replace proof that the model is suitable (Article 6 of Legislative Decree 231/2001): see our note on corporate liability.
In practice. Companies admitted without certification must appoint the independent professional in good time and produce the certification by 31 December 2026: otherwise they are excluded from the regime for failure to honour their commitments (Article 14, paragraph 3, of Legislative Decree 192/2025). Companies that were admitted, or had applied, before 18 January 2024 are not required to obtain certification, but must attest that the system is operating effectively, in the manner laid down by decree of the Minister of Economy and Finance (Article 1, paragraph 3, of Legislative Decree no. 221 of 30 December 2023). Meanwhile, it is advisable to align the tax risk map with the special part of the 231 model and to document the information flows to the supervisory body. On the role of defence counsel, see when a criminal lawyer is needed.
Frequently asked questions.
Can the 231 model cover the anti-fraud controls required by the regime?
According to the circular it may, if it is suitable, integrated with the TCF and equipped with adequate anti-fraud controls included in the tax risk map: this must be assessed case by case.
By when must TCF certification be produced?
By 31 December 2026, for companies admitted without certification on applications filed in the 2024 or 2025 tax periods; failing that, the company is excluded from the regime.
Does participation in the regime rule out tax offences?
No. It rules out only the offence of filing an inaccurate return, under the conditions laid down in Article 6, paragraph 4, of Legislative Decree 128/2015, and never in cases of sham or fraudulent conduct or fictitious deductible items.
Summary note by the CommercialistiAvvocati network, based on specialised legal and practice sources. The text does not reproduce original contributions and does not constitute professional advice.