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Italian Company Formation Service
Open your company in Italy with our dedicated service
Italian Company Formation Service dedicated to foreign entrepreneurs
If you need to open a company in Italy, you can rely on our corporate legal services dedicated to foreign entrepreneurs.
You will be guided step by step through the company incorporation procedures.
Our comprehensive service
- Analysis of the client’s needs;
- Planning of the best company structure in relation to business needs;
- Advice on the Italian market and industries;
- Advice on Italian Tax Law and tax duties for companies in Italy;
- Notary and accountant service;
- Remote company formation;
- 12-months legal advice
- Review and drafting of commercial contracts required for the start-up phase;
- Assistance in opening an Italian Bank account;
- Assistance in the acquisitionof already existing companies (Shelf companies);
- Assistance with the completion of administrative formalities (SCIA) and in obtaining government incentives and benefits;
- Advice on Special Economic Zones.
Setting up a Business in Italy : the procedure
Setting up a business in Italy can be a complex process, but with the proper guidance, it can also be a rewarding and lucrative venture.
Several key steps need to be followed to open a company in Italy. Firstly, it is crucial to thoroughly research the market and identify a viable business idea that aligns with local demand and regulations.
Once this is established, the next step is to register the business with the relevant authorities and obtain the necessary permits and licenses. This process can be time-consuming and requires a thorough understanding of Italian legal and administrative procedures.
Additionally, it is crucial to open a bank account, register for taxes, and navigate any specific industry requirements.
FAQ – Italian Company Formation
Frequently asked questions on how to open a company in Italy.
Choose the company type suitable for your needs
CHOOSE THE COMPANY STRUCTURE SUITABLE FOR YOUR NEEDS.
In Italy, companies can take various legal forms, each with its own set of characteristics and requirements. Here are some common types of Italian companies:
Società a Responsabilità Limitata (S.r.l.): This is the Italian equivalent of a limited liability company (LLC). S.r.l. companies have limited liability, meaning that the shareholders’ liability is limited to the amount they have invested in the company’s capital. S.r.l. companies are suitable for small to medium-sized enterprises (SMEs) and can be formed with a minimum capital requirement.
Società a Responsabilità Limitata Semplificata (S.r.l.s.): This is a simplified version of the S.r.l. designed for startups and small businesses. Compared to traditional S.r.l. companies, S.r.l.s. companies have fewer administrative requirements and a lower minimum capital requirement.
Società per Azioni (S.p.A.): This is the Italian equivalent of a public limited company (PLC). S.p.A. companies are suitable for larger enterprises and can offer shares to the public. They have a more complex corporate structure and are subject to stricter regulatory requirements compared to S.r.l. companies.
Società in Nome Collettivo (S.n.c.): This is a general partnership where all partners have unlimited liability for the company’s debts. S.n.c. companies are typically formed by two or more individuals or entities who jointly manage the business and share its profits and losses.
Società in Accomandita Semplice (S.a.s.): This is a limited partnership with two types of partners: general partners who have unlimited liability and manage the business and limited partners who contribute capital but have limited liability. S.a.s. companies are often used for family businesses or investment partnerships.
These are some of the most common types of Italian companies, each offering different levels of liability protection, administrative requirements, and flexibility in terms of ownership and management structure. The choice of company type depends on factors such as the size of the business, the number of owners, and the intended scope of operations.
ARTICLES OF ASSOCIATION AND BYLAWS
Opening a company in Italy involves several key steps, including executing a notary deed, drafting articles of association, and establishing bylaws.
The notary deed, also known as the “atto costitutivo,” is a formal document that outlines essential details such as the company’s name, registered office, purpose, share capital, and shareholders’ identities.
This deed is executed in the presence of the notary, who ensures its legality and validity. Additionally, the founders must draft the company’s articles of association, which define the internal rules and procedures governing the company’s operations, including the rights and obligations of shareholders, management structure, decision-making processes, and distribution of profits.
These articles must comply with Italian company law and are submitted along with the notary deed for registration with the relevant authorities.
Furthermore, the company establishes its bylaws, which provide further detail on specific operational matters not covered in the articles of association. Bylaws typically address issues such as board meetings, shareholder voting procedures, dividend distribution, and amendment procedures.
Together, the notary deed, articles of association, and bylaws form the legal framework within which the company operates, ensuring clarity, transparency, and compliance with regulatory requirements.
Thanks to our service, you can open your own Italian company remotely. We take part in the notary deed on your behalf and ensure that your Italian company is ready and legally compliant.
REGISTER WITH THE RELEVANT TAX AUTHORITIES
Registering with the Italian tax authorities is a crucial step in establishing a company in Italy. This ensures compliance with local tax regulations.
We will gather all necessary documentation, including identification, proof of address, and company formation documents.
We will submit them to the local tax office (Agenzia delle Entrate), fill out the necessary forms, and provide accurate information about the company and its activities.
Upon submission, you will receive a tax code (codice fiscale), which serves as your unique identifier for tax purposes. Additionally, if your company exceeds the VAT threshold, you must apply for a VAT number (Partita IVA).
This involves submitting further documentation and completing additional forms specific to VAT registration. Once approved, you can start your business activities in Italy, knowing you are compliant with tax regulations and equipped with the necessary identification for financial transactions.
OBTAIN A REGISTERED CERTIFIED EMAIL AND E-SIGNATURE AND REGISTER WITH THE ITALIAN COMPANY REGISTER
Following the registration with the Italian tax authorities and obtaining the tax code and VAT number, the final essential steps involve securing a registered email address(pec) for the company, obtaining an e-signature, and registering with the company register(Registro delle Imprese).
Firstly, companies in Italy are required to acquire a registered email address (PEC—Posta Elettronica Certificata) for official communications with public administrations and other businesses.
This involves selecting a certified email provider, completing the registration process, and receiving the PEC address. We will secure a pec on your behalf as part of our company incorporation service.
Secondly, obtaining an electronic signature (Firma Digitale) is essential for legally binding electronic transactions and document submissions.
This requires selecting a certified provider, submitting the necessary documentation, and obtaining the digital certificate.
Finally, registering with the company register (Registro delle Imprese) involves submitting company information and documentation to the Chamber of Commerce (Camera di Commercio) responsible for the region where the company operates.
This step formalizes the company’s existence and provides public access to essential information about its structure and activities.
Completing these final steps ensures compliance with legal requirements and establishes a solid foundation for the company’s operations in Italy.
OBTAINING THE NECESSARY PERMITS AND LICENSES TO OPERATE YOUR BUSINESS IN ITALY.
Setting up a business in Italy requires the SCIA (Segnalazione Certificata di Inizio Attività)process. It is a streamlined procedure for notifying Italian authorities when starting a business activity that does not require prior authorization.
It is particularly relevant for businesses in sectors where no specific licenses or permits are required to begin operations. The SCIA process aims to simplify administrative procedures and reduce bureaucratic hurdles for entrepreneurs.
To initiate the SCIA process, the entrepreneur must gather all necessary documentation related to the business activity, such as identification documents, proof of address, and any relevant certifications or qualifications required for the specific sector.
Once the documentation is prepared, the entrepreneur submits the SCIA form electronically through the online platform provided by the competent authorities.
The SCIA form typically includes information about the business owner(s), the nature of the business activity, the location where the activity will take place, and any additional details required by the specific regulations governing the sector.
Upon submission of the SCIA form, the competent authorities review the documentation to ensure compliance with legal requirements and verify that the proposed business activity meets all relevant regulations and standards.
If the authorities find the submitted documentation to be complete and compliant, they issue a receipt confirming the submission of the SCIA (Ricevuta di Presentazione della SCIA).
With the receipt of the SCIA, the entrepreneur can legally commence the proposed business activity without the need for further authorization.
It’s important to note that while the SCIA process allows for a simplified procedure to start certain types of businesses, entrepreneurs should still ensure they comply with all relevant regulations and requirements to avoid any legal issues or penalties.
Overall, the SCIA process provides a straightforward and efficient way for entrepreneurs to start a business in Italy, encouraging economic activity and fostering entrepreneurship.
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Italian Companies’ Taxation Overview
| Category | Details |
|---|---|
| Corporate Income Tax (IRES) | 24% standard rate. Applicable to resident companies and certain non-resident companies. |
| Regional Tax on Production (IRAP) | 3.9% standard rate (can vary by region and sector). Based on a company’s net production value. |
| VAT (Value-Added Tax) | Standard rate: 22%. Reduced rates: 10%, 5%, and 4% (for certain goods and services). |
| Withholding Tax | 26% on dividends and interest paid to non-residents (lower rates may apply based on tax treaties). |
| Dividends Tax | Resident companies: Exempt 95% of received dividends. |
| Social Security Contributions | Employers must contribute to social security on behalf of employees, typically around 30-33%. |
| Tax Year | The tax year typically coincides with the calendar year but can vary if a different fiscal year is adopted. |
| Loss Carryforward | Losses can be carried forward indefinitely but only 80% of taxable income in future years. |
| Group Taxation | Italian companies can opt for group taxation if part of a qualifying group. |
| Transfer Pricing | Italy has strict transfer pricing regulations that follow OECD guidelines. |
| R&D Tax Credit | Companies investing in R&D can benefit from tax credits ranging from 6% to 20%, depending on the type of expenditure. |
| Patent Box Regime | Allows partial tax exemption on income derived from the use of intellectual property. |
| Capital Gains Tax | 24% for companies. Exemption up to 95% on gains from the disposal of qualified participations. |
| Exit Tax | Applicable when a company transfers its tax residence out of Italy. Tax is applied to latent capital gains. |
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