False Communications: The Court of Cassation (Judgment no. 21865/2025) and the Criteria for Establishing the Offense

Corporate criminal law is constantly evolving. The recent judgment of the Court of Cassation no. 21865, filed on 10/06/2025, offers a fundamental contribution to understanding the offense of false communications, especially regarding the inclusion of evaluative statements in financial statements. This ruling, which saw P. A. as the defendant, clarifies when an accounting valuation can constitute a criminal offense, serving as a guide for directors and legal professionals.

The Offense of False Communications: The Key Principle

Article 2621 of the Civil Code protects the transparency of corporate information. The preparation of financial statements includes evaluative statements that require technical and regulatory criteria. The Court of Cassation defines when such valuations, if not in line with established principles, can constitute the offense. The principle is:

The offense of false communications under Article 2621 of the Civil Code, in relation to the inclusion of evaluative statements in financial statements, is established when, based on an "ex ante" assessment of the technical and legal rules existing at the time of the act, it is ascertained that the agent has disregarded normatively fixed valuation criteria or generally accepted, undisputed, and indisputable technical criteria at the time of preparing the financial statements, consciously deviating from them without providing adequate justification.

The Court of Cassation states that the offense is not a mere estimation error. The "ex ante assessment" is crucial: the judgment on accounting and legal principles at the time of preparation. The agent must have consciously disregarded "normatively fixed valuation criteria or generally accepted, undisputed, and indisputable technical criteria" (Article 2426 of the Civil Code), without "adequate justification". The requirements for the offense are:

• Contradiction with existing technical or legal rules.
• Disregard of objectively recognized and undisputed criteria.
• Conscious deviation from such criteria.
• Lack of adequate justification.

This approach penalizes manipulative conduct or serious violations of transparency principles, excluding the penalization of any unintentional valuation discrepancy.

Conclusions

Judgment no. 21865/2025 consolidates the case law on false communications. Criminal liability arises from a conscious deviation from objective and undisputed criteria, not from a simple error, and in the absence of justification. It is essential for corporate transparency and investor protection. Companies must operate with the utmost diligence and scrupulous adherence to accounting principles, with exhaustive documentation of every valuation choice.