A directive from INPS defines the compatibility criteria
The constant jurisprudence of the Supreme Court has long established that being the holder of the corporate office of a juridical person does not, in itself, preclude the configurability of an employment relationship between the same and their partner or director, when such relationship is characterised from the subjection of the latter to the directive, control and disciplinary power of the body's administrative body (see for all civil Cassations, labour section, 11/17/2004, no. 21759).
In referring to the aforementioned case law, INPS issued directive no. 3359 of 2019, in which it defined the compatibility criteria between subordination and ownership of corporate offices, with particular reference to the positions of Shareholder, Chairman of the Board of Directors, Managing Sirector and Sole Director.
The existence of the subordination must be rigorously proven and ascertained on a case-by-case basis and can occur when the director carries out work activities that are not related to the office assigned to him and is subject to the directing, disciplinary and control of another individual. or collective.
The partner, the member of the board of directors and even the president of the latter body may in the abstract have a subordinate employment relationship with the limited company.
For the CEO, however, particular attention must be paid to the scope of the delegation conferred on them by the Board of Directors. The configurability of the subordination is instead to be excluded for the sole shareholder and the sole director, who do not appear to be subject to the directives and control of third parties at all. (LC)
