JUDGMENT NO. 171

YEAR 2024

ITALIAN REPUBLIC

IN THE NAME OF THE ITALIAN PEOPLE

THE CONSTITUTIONAL COURT

Composed of: President:

Augusto Antonio BARBERA

Judges: Giulio PROSPERETTI, Giovanni AMOROSO, Francesco VIGANÒ, Luca ANTONINI, Stefano PETITTI, Angelo BUSCEMA, Emanuela NAVARRETTA, Maria Rosaria SAN GIORGIO, Filippo PATRONI GRIFFI, Marco D’ALBERTI, Giovanni PITRUZZELLA, Antonella SCIARRONE ALIBRANDI,

has issued the following

JUDGMENT

in the proceedings concerning the constitutional legitimacy of Article 14, paragraph 1, of Legislative Decree No. 23 of 14 March 2011 (Provisions on Municipal Fiscal Federalism), as replaced by Article 1, paragraph 715, of Law No. 147 of 27 December 2013, containing "Provisions for the formation of the annual and multi-year budget of the State (Stability Law 2014)”, insofar as it provides that "[t]he same tax is non-deductible for the purposes of the regional tax on productive activities”, and of Article 5, paragraph 3, of Legislative Decree No. 446 of 15 December 1997 (Establishment of the regional tax on productive activities, revision of tax brackets, rates, and deductions of IRPEF, and establishment of a regional surcharge on this tax, as well as reorganization of the discipline of local taxes), initiated by the Tax Court of First Instance of Milan, section 2, and by the Tax Court of First Instance of Reggio Emilia, section 1, by orders of 2 January and 9 May 2024, registered under numbers 24 and 140 of the 2024 register of orders, respectively, and published in the Official Gazette of the Republic, numbers 10 and 28, first special series, of the year 2024.

Having seen the act of constitution of Coop Alleanza 3.0 cooperative society as well as the intervention documents of the President of the Council of Ministers;

Having heard in the public hearing and in the deliberation chamber of 24 September 2024 the Judge Rapporteur Luca Antonini;

Having heard the lawyers Livia Salvini and Giovanni Panzera from Empoli for Coop Alleanza 3.0 cooperative society, as well as the State Attorney Alessandro Maddalo for the President of the Council of Ministers;

Deliberated in the deliberation chamber of 24 September 2024.

Considered in fact

1.– By order of 2 January 2024 (registered under no. 24 reg. ord. 2024), the Tax Court of First Instance of Milan, section 2, raised, in reference to Articles 3, 41, and 53 of the Constitution, questions of constitutional legitimacy of Article 14, paragraph 1, of Legislative Decree No. 23 of 14 March 2011 (Provisions on Municipal Fiscal Federalism), as replaced by Article 1, paragraph 715, of Law No. 147 of 27 December 2013, containing "Provisions for the formation of the annual and multi-year budget of the State (Stability Law 2014)”, insofar as it provides that "[t]he same tax is non-deductible for the purposes of the regional tax on productive activities”.

1.1.– The referring court reports that the questions arose in the course of proceedings brought by the company Sanac spa, under special administration, against the implied rejection by the Revenue Agency of the request for reimbursement of the higher regional tax on productive activities (IRAP) paid for the years from 2017 to 2019 due to the full non-deductibility of the municipal property tax (IMU) for instrumental properties from the IRAP taxable base provided for by the challenged provision.

The referring judge specifies that "[t]he request for reimbursement is based on the judgment of the Constitutional Court No. 262 of 4 December 2020” which declared the constitutional illegitimacy of Article 14, paragraph 1, of Legislative Decree No. 23 of 2011 in the part where it provided for the non-deductibility from the taxable base of the corporate income tax (IRES) of the IMU paid in relation to instrumental properties, and that the company had stated that "the same profiles of illegitimacy highlighted by the Court in Judgment 262/20 also exist with reference to the full non-deductibility from the IRAP”.

1.2.– According to the referring judge, the questions of constitutional legitimacy of the challenged provision would be relevant and not manifestly unfounded for conflict with Articles 3, 41, and 53 of the Constitution.

1.3.– On the point of relevance, he highlights that the instrumental nature of the properties for which IMU non-deductibility the IRAP reimbursement was requested is "undisputed”. The decision on this point cannot disregard the assessment of the legitimacy of the aforementioned rule, given that the right to reimbursement would be recognized if the question of constitutional legitimacy were accepted and would be denied if the same question were rejected.

1.4.– On the point of non-manifest lack of merit, the referring judge, after recalling that according to the applicant company, the same profiles of constitutional illegitimacy examined by "[J]udgment 262/20 relating to the non-deductibility of IMU on instrumental properties from the IRES taxable base also concern the IRAP”, believes that the challenged provision would conflict, in the first place, with Article 53 of the Constitution for violation of the principle of contributory capacity, insofar as "[a]s a result of the contested rule, the IRAP no longer affects the net income produced by the company, but a different magnitude – i.e., income before non-deductible taxes – and not representative of a concrete economic force”, as well as for violation of the prohibition of double taxation, "since the assumption of ownership of real estate, on the one hand, determines the obligation to pay the IMU and, on the other hand, determines the impossibility of deducting this cost”.

Furthermore, there would be a conflict with Articles 3 and 41 of the Constitution in terms of compliance with the principles of equality and freedom of private economic initiative, given that the non-deductibility would lead to an unjustified disparity in treatment towards those companies that have invested part of their capital or profits in the purchase of instrumental real estate, "unjustifiably making other investment choices of profits more economical – from a tax point of view – without a reasonable motive being found”. In fact, there would be "no reason to burden companies that have invested in instrumental properties with a higher tax burden than those that have instead decided not to give the profits the same destination”.

2.– By document filed on 26 March 2024, the President of the Council of Ministers, represented and defended by the State Attorney General's Office, intervened in the proceedings, requesting that the questions be declared manifestly unfounded.

2.1.– The State defense observes that recently this Court, with judgment No. 21 of 2024, has already declared the question of the constitutional legitimacy of the same provision, raised in reference to Article 53 of the Constitution, unfounded.

With the aforementioned pronouncement, in fact, it was stated that "the non-deductibility of the IMU for the purposes of the IRAP constitutes an expression of reasonable legislative discretion”, as in this case there is a lack of those "normative evidence that led the Court, with judgment No. 262 of 2020, to recognize a structural character to the deduction of IMU on instrumental properties with regard to I[RES] and, consequently, to consider the internal coherence of the tax vulnerable, by virtue of the foreseen full non-deductibility”.

2.2.– It would then be erroneous to hypothesize a violation of Article 3 of the Constitution for conflict with the prohibition of double taxation, since this prohibition, positivized by Article 67 of Presidential Decree No. 600 of 29 September 1973 (Common provisions on the assessment of income taxes) and by Article 163 of Presidential Decree No. 917 of 22 December 1986 (Approval of the consolidated text of income taxes), would only concern the phenomenon of double (or multiple) legal taxation, "being, conversely, compatible with the system the double (or multiple) taxation, on the economic level, of the same economically assessable fact”.

3.– By order of 9 May 2024 (registered under no. 140 reg. ord. 2024), the Tax Court of First Instance of Reggio Emilia, section 1, raised, in reference to Articles 3 and 53 of the Constitution, questions of constitutional legitimacy of Article 5, paragraph 3, of Legislative Decree No. 446 of 15 December 1997 (Establishment of the regional tax on productive activities, revision of tax brackets, rates, and deductions of IRPEF and establishment of a regional surcharge on this tax, as well as reorganization of the discipline of local taxes) and of Article 14, paragraph 1, of Legislative Decree No. 23 of 2011, "in the part where they sanction the total non-deductibility of the IMU from the taxable base of the IRAP”.

3.1.– The referring court reports that the questions arose in the course of proceedings brought by Coop Alleanza 3.0 cooperative society, against the implied rejection by the Revenue Agency of the request for reimbursement it had submitted "of the excess IRAP credit, accrued in relation to the tax periods 2017, 2018, 2019, and 2020 and of the IRAP unduly paid in the same tax periods, due to the failure to deduct the IMU paid in the aforementioned years”.

It specifies that the company had incorporated Immobiliare-Nordest spa and that the latter, until the date of incorporation, was "active in the real estate sector which managed, both as owner and as lessee, all the buildings instrumental to the commercial activity, supermarkets, of the parent company Alleanza paying the related IMU”.

3.2.– It then reproduces verbatim some of the passages contained in the appeal and in the memorandum of the party filed in the proceedings a quo, with which the reasons for the conflict of Article 5, paragraph 3, of Legislative Decree No. 446 of 1997 and of Article 14, paragraph 1, of Legislative Decree No. 23 of 2011 with Articles 3 and 53 of the Constitution were set out, and concludes by specifying that "[t]he exceptions raised by the Appellant do not appear to this Judge to be patently unfounded, therefore, it is obliged to refer the documents to the Constitutional Court”.

Specifically, it reports the passages in which the party had pointed out that this Court, with judgment No. 21 of 2024, would have declared the questions of constitutional legitimacy unfounded only on the assumption that the principle of the necessary deductibility of the IMU on instrumental properties, affirmed in relation to IRES with judgment No. 262 of 2020, could not be slavishly transferred, as instead requested by the referring court of that proceeding, to a different tax, such as IRAP. Therefore, "the substantial aspect of the actual conflict with the Constitution of the denounced prohibition” would have been "completely left unresolved”, so that "there [would be] other elements that may lead to doubt about the constitutional legitimacy of the aforementioned rule”, for conflict with the internal coherence of the IRAP, in violation of Article 53 of the Constitution.

In fact, since the IMU would be a cost that the company compulsorily incurs to carry out its activity, denying that this tax can contribute to the determination of the "net production value” would mean applying the IRAP "in relation to a value added, in the form of profit (i.e. the difference between the revenues referred to in item A of the income statement and the costs referred to in item B), not actually produced and which, therefore, cannot be distributed to the entrepreneur”.

The internal coherence of the structure of the tax with its economic assumption would therefore be violated, because it would lead to "the taxation of an economic component that does not express the index of contributory capacity, in the form of profit of the entrepreneur, which the IRAP intends to affect”.

3.3.– Furthermore, the referring judge reports the passages contained in the documents of the private defense with which the violation of Article 3 of the Constitution was also raised for unequal treatment between equal situations in the absence of a reasonable justification.

Both the entrepreneur who owns the instrumental properties and the one who uses the same properties as a lessee would in fact be required to bear the cost of the IMU: the former, directly, in an amount equal to the IMU due on these properties; the latter, indirectly, since it would be "reasonable to believe, according to id quod plerumque accidit, that the IMU owed by the lessor will be transferred to the lessee, thus contributing to the determination of the rent due by the latter”.

However, for the purposes of determining the IRAP, for the entrepreneur who owns the instrumental properties, that cost would not be relevant (as a negative component) for the purpose of determining the taxable base, given the prohibition of deduction provided for by the contested provisions, so that "[he] will be taxed (in addition to the "salaries and interest” component) also on a share of "profit” that he has not realized”; while, for the entrepreneur who uses real estate received under lease, the same cost would be relevant (always as a negative component), since it would constitute a "cost for the enjoyment of third-party assets” which flows into item B8 of the income statement, for which no limitation on deductibility is provided for (consistently with the assumption of the tax).

This would therefore lead to "a tax regime in which entrepreneurs who use instrumental real estate owned in their production cycle suffer worse treatment than entrepreneurs who, while carrying out the same activity, use properties leased in their production cycle. All in the absence of any reasonable justification”.

4.– By document filed on 30 July 2024, Coop Alleanza 3.0 cooperative society was constituted in the proceedings.

The company reiterates that with judgment No. 21 of 2024, this Court, while ruling in the sense of the unfoundedness of the question of constitutional legitimacy of Article 14 of Legislative Decree No. 23 of 2011 with reference to the provision of full non-deductibility of the IMU from the IRAP taxable base, would have left "the substantial aspect of the actual conflict with the Constitution of the denounced prohibition unresolved”.

In particular, on the point of relevance, it confirms the instrumental nature of the properties owned by the company Immobiliare-Nordest spa, then incorporated into Coop Alleanza 3.0 cooperative society, highlighting that they "represent the necessary means for the exercise of the characteristic activity as they are indispensable for the provision of management services provided to third-party tenants of the properties”. Furthermore, the properties in question "are registered in categories B to E as well as in A/10 and are also classifiable among those for which the same tax administration recognizes tout court the character of instrumentality as not "susceptible to other destinations without radical transformations” (Article 43, paragraph 2, TUIR)”.

In this regard, it highlights how the typo contained in the referral order would be clear, where, in describing the activity actually carried out by Immobiliare-Nordest spa, it uses the word "lessee”, since this "must be understood as "lessor””.

On the merits, the party sets out the reasons why the questions of constitutional legitimacy would be founded.

The underlying argument of the articulated deductions, which analytically address the various components that configure the taxable base of the tax, is that, since the assumption of the IRAP is based on the determination of a value added of production, the non-deductibility of the IMU on instrumental goods would be in contrast with the internal structure of the tax.

The provisions of non-deductibility of expenses for employed and assimilated personnel, as well as of costs, fees, and profits referred to in paragraph 1, letter b), numbers 2) to 5), of Article 11 of Legislative Decree No. 446 of 1997 and of interest expenses, would in fact be consistent with its structure, insofar as in this way "the legislator intended to intercept the other two components in which the "value added produced by autonomously organized activities” is manifested, namely, precisely, "salaries” and "interests””, as well as of losses and write-downs on receivables, provisions for risks and other provisions, and write-downs of fixed assets.

Instead, the non-deductibility of the IMU on instrumental goods would not be consistent, because "the IMU in question is a cost that the company (moreover, compulsorily) incurs to carry out its characteristic activity as it is due due to the possession of the assets necessary for the exercise of entrepreneurial activity. On the other hand, the fact that the cost relates to the characteristic management of the company is attested to by its classification in the balance sheet among the "other management charges” (item B14), i.e., in an income statement item that falls within the "production costs””. Therefore, in conclusion, the IRAP would end up finding "application in relation to a value added, in the form of profit (i.e. the difference between the revenues referred to in item A of the income statement and the costs referred to in item B), not actually produced and which, therefore, cannot be distributed to the entrepreneur”.

Finally, the party reiterates the reasons why the challenged provisions would conflict with Article 3 of the Constitution for violation of the principle of equality, given the prejudice caused to the entrepreneur who owns the instrumental properties compared to the one who uses the same properties as a lessee.

5.– By document filed on 30 July 2024, the President of the Council of Ministers, represented and defended by the State Attorney General’s Office, intervened in the proceedings, requesting that the questions be declared inadmissible or, in the alternative, manifestly unfounded.

The questions would, in the first place, be manifestly inadmissible for omitted or insufficient motivation on relevance, since from the referral order "the prior assessment of the instrumental nature of the real estate, for which the IMU had been paid, in relation to the activity actually carried out by the taxpayer company” does not emerge. The order would have limited itself "to summarizing, in paragraph 1, what was asserted by the applicant company, without, however, stating whether what was affirmed by the latter was peaceful and undisputed” and, in this regard, highlights that in the proceedings before the referring judge, the Revenue Agency had expressly contested the instrumental nature of the properties.

Furthermore, the questions would also be inadmissible for omitted or insufficient motivation on the non-manifest unfoundedness, since the referring court would have "limited itself to a mere uncritical re-proposal of the complaints of COOP, without any assessment of their non-manifest unfoundedness”, also taking into account the fact that, this Court having already addressed with judgment No. 21 of 2024 the issue of the internal coherence with the IRAP taxation of the non-deductibility of the IMU on instrumental properties, "the referring Judge should have explicitly stated the reasons why the deductions from the private party made it possible to undermine the arguments underlying the aforementioned judgment”.

In any case, the questions would be manifestly unfounded.

With specific reference to the question of the violation of the principle of contributory capacity referred to in Article 53 of the Constitution, it highlights that "the non-deductibility of the IMU for the purposes of the IRAP constitutes an expression of reasonable legislative discretion”, insofar as this Court, with judgment No. 21 of 2024, has already noted the lack "of that normative evidence that led the Court, with judgment No. 262 of 2020, to recognize a structural character to the deduction of the IMU on instrumental properties with regard to the IRAP and, consequently, to consider the internal coherence of the tax vulnerable, by virtue of the foreseen full non-deductibility”.

As for the question of the violation of the principle of equality referred to in Article 3 of the Constitution, it argues, first of all, that only in a completely abstract way would it be possible to hypothesize the transfer of the burden incurred for the payment of the IMU on the rent, because the definition of the aforementioned rent is to be related to various factors, such as the characteristics of the property, the bargaining power of the parties and, more generally, the trend of market prices for leases; secondly, that, just as the lessee deducts the rent, i.e., the burden incurred for the use of the property, in the same way, the owner of the property deducts the purchase cost in the form of depreciation; thirdly, that it would be erroneous to compare the entrepreneur who owns a property with the entrepreneur who receives it under lease, since in this way not only "the assumptions and economic effects of two different taxes, which affect two different manifestations of economic capacity: one, the value of net production (the IRAP), the other, the real estate property (IMU)” would be erroneously taken into consideration, but also two very different situations, because, in the case of a company that exercises the activity of real estate leasing, this pays the IMU as a taxable person, unlike the company leasing properties of equal nature, which is not a taxable person of the IMU and deducts the rental fees.

6.– In proximity to the hearing, the constituted party presented a memorandum containing replies to the arguments expressed by the State defense in its intervention document.

In particular, as regards the exception of inadmissibility relating to the failure to ascertain the instrumental nature of the properties, it highlights that "[u]nlike what was argued by the public party, in fact, the referring judge has clearly ascertained the instrumentality of the properties in question”, because "[i]n acknowledging the destination of the properties owned by INE for use as supermarkets for their use by the parent company lessee, it has evidently examined their nature as instrumental properties by their nature”; furthermore, it reiterates what was already noted at the time of constitution in the proceedings, i.e., that "the definition of INE as a "lessee”, rather than correctly as a "lessor”, is a mere lapsus calami”.

Then, concerning the second exception, relating to the motivation only by relationem, the party highlights that the referring judge "motivated the decisum by making his own all the arguments put forward by the Company during the proceedings a quo, extensively reporting their content in precise and detailed terms”.

On the merits, it reiterates the arguments already made in the act of constitution in support of the alleged violation of Articles 3 and 53 of the Constitution of the discipline of the non-deductibility of the IMU on instrumental goods, insofar as the internal coherence of the IRAP would be violated, determining the taxation of a value added not actually produced by the taxable person, and, furthermore, there would be an unjustified disparity of treatment.

Considered in law

1.– With the orders indicated in the heading (registered under numbers 24 and 140 reg. ord. 2024), the Tax Court of First Instance of Milan, section 2 (hereinafter: CGT of Milan) and the Tax Court of First Instance of Reggio Emilia (hereinafter: CGT of Reggio Emilia) raised, in reference to Articles 3 and 53 of the Constitution, questions of constitutional legitimacy of Article 14, paragraph 1, of Legislative Decree No. 23 of 2011, as replaced by Article 1, paragraph 715, of Law No. 147 of 2013, insofar as it provides that "[t]he same tax is non-deductible for the purposes of the regional tax on productive activities”.

The CGT of Milan also raised the question of the legitimacy of the same provision for violation of Article 41 of the Constitution and the CGT of Reggio Emilia raised questions of constitutional legitimacy, for violation of Articles 3 and 53 of the Constitution, also of Article 5, paragraph 3, of Legislative Decree No. 446 of 1997, "in the part where it sanction[s] the total non-deductibility of the IMU from the taxable base of the IRAP”.

1.1.– The referral orders highlight that the questions arose in the course of the respective proceedings initiated by the applicant companies as a consequence of the implied rejection by the Revenue Agency of the reimbursement requests submitted by them for several tax years – respectively: from 2017 to 2019 in the proceedings referred to in the order registered under no. 24 reg. ord. 2024; from 2017 to 2020 in that referred to in the order registered under no. 140 reg. ord. 2024 – relating to the higher IRAP that would have been paid due to the provision of non-deductibility of the IMU referred to in the challenged provisions.

2.– The CGT of Milan argues that this regime would be in conflict with Articles 3, 41, and 53 of the Constitution.

2.1.– On the point of relevance, it highlights that the instrumental nature of the properties is undisputed and that the decision on the existence of the right to reimbursement could not disregard the application of the challenged normative provision.

2.2.– On the point of non-manifest lack of merit, it argues, in the first place, the conflict with Article 53 of the Constitution, both for violation of the principle of contributory capacity, insofar as, as a result of the regime of non-deductibility of the IMU from the IRAP, the latter would no longer affect the net income produced by the company, but a different magnitude, i.e. "income before non-deductible taxes”, not representative of the real economic force, and for violation of the prohibition of double taxation, because the company that owns a real estate is obliged to pay the IMU but, at the same time, cannot deduct this cost.

It also argues the conflict with Article 3 of the Constitution for violation of the principle of equality, and of Article 41 of the Constitution, for violation of the freedom of private economic initiative, as companies that have invested their profits in the purchase of instrumental properties would be treated differently from those that have decided not to give their profits the same destination.

3.– The CGT of Reggio Emilia refers to the passages contained in the documents of the private defense in which it is stated that, with judgment No. 21 of 2024, this Court would have left the substantial aspect of the conflict of the challenged provisions with the Constitution unresolved, which would therefore be in conflict with Articles 3 and 53 of the Constitution, insofar as, on the one hand, the regime of non-deductibility of the IMU from the IRAP would not be consistent with the structure of this tax and, on the other hand, the entrepreneur who chooses to invest in the purchase of instrumental goods would be unfairly discriminated against compared to the one who, instead, has opted for the acquisition of the availability of these goods by means of lease.

4.– The two referral orders challenge in part the same provision, i.e. Article 14, paragraph 1, of Legislative Decree No. 23 of 2011, and are based on substantially coincident parameters. The consolidation of the proceedings must therefore be ordered (ex plurimis, judgments No. 220 and No. 128 of 2023).

5.– The question raised by the CGT of Milan (by order registered under no. 24 reg. ord. 2024) with reference to the freedom of private economic initiative referred to in Article 41 of the Constitution is manifestly inadmissible, insofar as the referring Court has limited itself to invoking the aforementioned parameter without any specific and adequate illustration of the grounds of challenge on the point of non-manifest lack of merit (ex plurimis, judgments No. 7 of 2024, No. 194 of 2023 and No. 118 of 2022).

6.– The question raised by the same referring judge for violation of Article 53 of the Constitution with reference to the principle of contributory capacity is manifestly unfounded.

The underlying argument adduced by the referring court substantially rests on the applicability of the judgment No. 262 of 2020 of this Court, relating to the non-deductibility of the IMU on instrumental goods from the IRES, also to the different case of non-deductibility from the IRAP.

Of the aforementioned judgment, indeed, the order makes specific mention and essentially operates its application also to the matter of the IRAP, where it affirms that "[a]s a result of the contested rule, the IRAP no longer affects the net income produced by the company, but a different magnitude – i.e., income before non-deductible taxes – and not representative of a concrete economic force”.

However, this Court, with the subsequent judgment No. 21 of 2024, has already specified that with reference to the IRAP there is a lack of "that normative evidence that led this Court with the aforementioned judgment No. 262 of 2020 to recognize a structural character to the deduction of IMU on instrumental properties with regard to the IRES and, consequently, to consider the internal coherence of the tax vulnerable, by virtue of the foreseen full non-deductibility. The diversity of the nature of the two taxes, of their assumptions, of the specific taxable bases and of the special disciplines shows how the same arguments of the judgment of this Court No. 262 of 2020 cannot be extended to the IRAP”.

7.– Manifestly unfounded is also the question of the conflict with Article 53 of the Constitution for violation of the prohibition of double taxation.

This Court, with the aforementioned judgment No. 262 of 2020, has already specified that the failure to recognize the deductibility of the IMU on instrumental goods from the IRES does not "give rise to a phenomenon of double legal taxation (because the assumptions of IMU and IRES are different)”.

The same argument also clearly applies with reference to the assumptions of IMU and IRAP in this proceeding.

8.– The question, finally, raised by the same CGT of Milan in reference to the principle of equality referred to in Article 3 of the Constitution is unfounded.

Even in this case, the statements contained in the aforementioned judgment No. 262 of 2020, with which this Court emphasized – but in the context of a detected breach of the principle of coherence – "the undue penalization, noted by the referring court, of those companies that have chosen (an option that is certainly not reprehensible, because it is functional to the solidity of the company) to invest the profits in the purchase of ownership of instrumental properties compared to those that carry out their activity using properties under lease”, do not lend themselves to being slavishly transferred in reference to the IRAP regime.

For this tax, in fact, the legislator "has identified as a new index of contributory capacity, different from those used for the purposes of any other tax, the value added produced by autonomously organized activities” (most recently, judgment No. 21 of 2024); this differentiates the situations with respect to those considered in the aforementioned judgment.

9.– With reference to the questions raised by the CGT of Reggio Emilia (order registered under no. 140 reg. ord.