IL “SILENZIO” INTORNO AL COMPENSO E IL DOVERE DI PARLARE DELL’AMMINISTRATORE DI SOCIETÀ DI CAPITALI

The essay examines a specific situation, defined “silence,” related to directors’ remunera- tion in Italian “corporations”. This situation occurs when neither the company’s memo- randum of association nor the shareholders’ meeting determines whether remuneration is due for managing the company’s business and, at the same time, the director does not request payment, for a long time, during his or her term of office. Given the presumption of remuneration for the office of director, this article identifies the cases and conditions under which the right to remuneration may be considered waived.