The registration of a company in Italyhas been simplified since the Commercial Code was amended and the minimum share capital requirements have been changed. Foreign investors wanting to open companies in Italy must know they can operate as individuals by setting up sole proprietorships or by incorporating or purchasing an existing entity. Italy represents an attractive market, which became increasingly attractive for foreign direct investments. It is important to know that both investors residing in the European Union’s countries, as well as those residing outside the Community, are interested in investing in Italy.
•a limited liability company (società a responsabilità limitata, s.r.l.),
•a simplified limited liability company (società a responsabilità limitata semplificata, s.r.l.s.),
•a stockholding company or company limited by shares (società per azioni, s.p.a.),
•a limited partnership or partnership limited by shares (società in accomandita per azioni, s.a.p.a.)
We invite you to watch a short video about the types of companies that can be set up in Italy and how ourlawyers in Italycan help you:
Investors interested in setting up a s.r.l or a s.r.l.s in Italy must know that although the legal entities have similar provisions related to the rights and obligations of the shareholders, there are also specific differences.
For example, the simplified version of the limited liability company requires the shareholders to be natural persons, while the company’s minimum share capital is established at maximum EUR 10,000.
A limitation of the s.r.l.s refers to the fact that the company’s statutory documentscan’t be modified, as it is the case for other types of entities, where the founders may insert various amendments. The documents will be signed in front of a public notary in Italy by the company’s representatives, but in the situation in which the investors can’t be present in the country at the respective moment, they may request the power of attorneyfor this specific step.
Our Italian law firm can represent businessmen in this procedure, but they can also offer legal assistance and representation for other registration aspects, such as:
•register the company’s representatives (shareholders and directors) for tax purposes;
•draft the company’s statutory documents in accordance with the legal entity of the company and with the applicable legislation;
•open a corporate bank account, a compulsory step for companies operating in Italy.
Another attractive regulation related to the registration of a company refers to the company’s shareholders and directors. In Italy, there are no requirements related to the nationality of the company’s founders, as it can be the case for other jurisdictions.
Share capital requirements for opening a business in Italy
The most employed type of business vehicle in Italy is the limited liability company because the shareholders will not be held accountable personally for the company’s debts and obligations. In order to register a company in Italy, one must fulfill certain requirements. Among these is the deposit of the minimum share capital, which can vary depending on the type of company.
The required minimum share capital for a limited liability company has been reduced from 10,000 euros to 1 euro. However, Italian limited liability companies with an authorized share capital of 10,000 euros must deposit 25% of it before the incorporation. Also, companies with a share capital ranging between 1 and 10,000 euros must fully subscribe it in cash. The minimum share capital of a stockholding company is 50,000 euros of which 25% must be paid before the registration.
Documents required to open a business in Italy
The most important documents when setting up a business in Italyare the memorandum and articles of association which must be drafted by a public notary, according to a standard model. The constitutive documents must be submitted with the Italian Commercial Register. Once registered, all companies are required to keep accounting books for no less than 10 years. Opening a business in Italy is quite easy, the registration procedure taking approximately one week. An advantage provided by the company registration procedure applicable in Italy refers to the fact that the investors can fully complete the incorporation in one week, which also includes the issuance of the value added tax number. This represents a particularity of the company registration in Italy, as this regulation is not available in other countries.
Hiring employees in Italy
Once the company is registered and all business licenses have been obtained, the next step is to hire employees. The Italian workforce is well trained and skilled and the easiest way to hire personnel is to address to employment agencies. However, when employing individuals, one must take into consideration theItalian employment legislation which is very specific about work contracts. Our attorneys in Italy may provide you with the necessary information related to hiring personnel.
At the same time, our lawyers can also assist with other related matters:
•obtaning business licenses, which can be requested for a wide category of businesses in Italy;