Il presente saggio è di prossima pubblicazione nel fascicolo n. 3/2026 della Rivista Il Lavoro nelle Pubbliche Amministrazioni.
This article takes the question of who governs work in publicly owned companies as a key to reconstructing their governance framework. The company is formally the employer and the legal holder of employment relationships, but this attribution alone does not determine where employer decisions are actually made, how they are shaped by the public shareholder’s strategic direction, or where responsibility for those decisions ultimately lies. A comparison with public-sector employment shows that, in publicly owned companies, the separation between strategic direction and management is not directly established by statute, but operates through the mechanisms of company law and depends on the effective autonomy of management. Within this framework, the public interest provides the rationale for public ownership and defines its purposes; the company’s mission translates those purposes into objectives capable of guiding corporate activity. Once embedded in the corporate legal order, that mission contributes to shaping, without subsuming, the corporate interest, which remains the governing criterion for the exercise of corporate bodies’ powers. Public value does not constitute a further, distinct interest; rather, it denotes the outcome through which the collective benefit actually produced by the company becomes ascertainable and assessable. The governance of work is the operational hinge of this sequence. The employment-law provisions of the Consolidated Act on Publicly Owned Companies (TUSP) should therefore not be understood merely as a set of derogations from ordinary employment law; they also contribute to translating the company’s mission into organisational arrangements, and those arrangements into measurable outcomes. The ESG paradigm broadens the dimensions along which such outcomes are assessed; employee participation enriches the knowledge base on which corporate decision-making rests; and the rules governing selection, remuneration and accountability contribute to building and safeguarding managerial autonomy. Ultimately, the notion of a public-purpose corporate function identifies the verifiable relationship between public purposes, corporate-law instruments, the governance of work, outcomes and accountability.
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| Caruso_n516-2026it.pdf | 521.43 KB |