Forming a limited liability company in Italy

The Società a Responsabilità Limitata (S.R.L.) is one of the types of limited liability corporate structures that can be formed in Italy. The SRL is certainly the most common limited liability structure being a company not listed on the stock exchange, easy to form and not requiring a large amount of capital for the start-up. The minimum registered capital is € 10.000,00 and even one shareholder is sufficient at the time of the incorporation of the company.

    Let's try to go through all the main steps that must be done to form an SRL:
  • contact an italian Certified Chartered Accountant giving him all the information needed to fill the Charter of the Company: Company's name, Seat, Capital (minimum is € 10.000,00), personal data of the shareholders, Percentage distribution of the capital among shareholders and the company purpose ecc.;
  • after having considered all the fiscal and civil aspects related to the purpose and to the characteristics of the company, the professional will prepare the structure of the Charter and contact a notary fixing the date of the incorporation (the foundation of a company in Italy must be done with a notary public act);
  • at the moment of the incorporation the shareholders must have deposited on an italian bank account at least the 25% of the share capital. If there is only one shareholder then this deposit must be the total amount of the capital (100%). All shareholders must take part at the incorporation with a valid document to be shown to the notary along with an italian personal fiscal code. Otherwise they can be represented by other person in front of the notary with a public delegation (specific power of attorney);
  • after having signed the incorporation act, the notary will register the company at the Italian Company Register Office. The Chartered Accountant firm will register the company at the Italian V.a.t. office obtaining the fiscal number needed to start the business.
  • Based on their long time experience, Potenza & Partners professionals estimate from 10 to 20 days the time needed for the process of incorporation of a new S.R.L. company, exception made for very special or particular situations (ex. Fiscal code to be required for foreigners).

Setting up Business in Italy

Setting up business in Italy or anywhere in the world significantly depends on the rules and regulations, on the business environment and sometimes on the prevailing culture in that particular country. It is important that all related issues are identified, understood and dealt with. There are various ways of doing business in a new country. One of them is to set up a legal entity in the country you wish to operate in.

    The key steps involved in setting up a business in Italy may be summarized as follows:
  • Choosing the appropriate legal structure of the business
  • Preparing the required documentation for registration of the entity
  • Co-ordination with the relevant regulatory authorities for approvals and obtaining incorporation documents
  • Temporary office for the startup operations
  • Processing visas, local fiscal positions and other statutory documents
  • Managing the documentation and other regulatory requirements of the new entity till regular operations commence
  • Secretarial services for the new company till regular operations commence
  • Potenza & Partners, through its various entities, provides you professional services related to every step you take in the process of incorporating your business entity.

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Milano

Via Santa Sofia, 27
20122 Milano MI
Tel. +39 02.58318685 r.a.
Fax +39 02.58300786
info@potenzapartners.com

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Monza

Via Talamoni 2/a
20052 Monza MB
Tel. +39 039.362165
Fax +39 039.362165
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