ITT20150401 Cass. (Plenary Session), order n. 6604/2015 (BI)
Details of the court
Italy, Third Instance
Articles referred to by the court
Brussels I
Article 5
Paragraph 1
SubParagraph a
Paragraph 1
SubParagraph b
Indent 1
Paragraph 1
SubParagraph b
Indent 2
Paragraph 1
SubParagraph c
Paragraph 2
Paragraph 3
Paragraph 4
Paragraph 5
Paragraph 6
Paragraph 7
SubParagraph a
Paragraph 7
SubParagraph b
Date of the judgement
31 March 2015
Appeal history
None
CJEU's case law cited by the court
None
Summary
Pursuant to Art. 5 of Regulation (EC) No 44/2001 of 22 December 2001, Italian courts have jurisdiction over a claim for breach of contract and damages due by reason of contractual (or, as an alternative, pre-contractual) liability by a French company belonging to the worldwide leading group in the environmental industry towards an Italian company, active in the field of waste disposal, and his shareholders in relation to the negotiations concerning the acquisition of the majority share of the latter by way of subscription of a “final offer” accepted by the target company and subject to some conditions whose fulfilment would have prompted subsequent negotiations between the parties, interrupted by the president and main shareholder of the target company. In fact, from the (necessarily) summary appraisal of the quaestio iuris submitted to the Supreme Court of Cassation during the special proceedings for a preliminary ruling on jurisdiction (regolamento preventivo di giurisdizione) the case at issue seems – except for better and more in-depth assessment of the case documents reserved to the lower courts – to be that of the proper formation of a legally binding contract between two different parties, that is an offer (whose wording implies its final character) and its acceptance (“final offer” and “acceptance” being used by the offeror).