Establishing a business in Italy: an overview
According to Italian Law, the main business vehicles are companies such as Limited Liability Company (Società a responsabilità limitata), joint stock company, (Società per azioni) or Company limited by shares (Società in accomandita per azioni). Additionally, another tool is represented by partnerships; which include simple partnership, (Società semplice), general partnership, (Società in nome collettivo) and Limited Partnership (Società in nome collettivo).
Previous corporate tools offer diverse set of advantages and feature that depend on the type of business you want to establish. For instance, in the context of Limited Liability Company, members’ liability is limited by the amount invested in the company. This type of company is very popular for SME businesses that require a minimum share capital of EUR10.000,00. Again, the Joint Stock Company requires a minimum investment of EUR50.000,00, with one quarter that must be deposited before the incorporation.
Limited Company are more flexible than Joint Stock companies but it has some disadvantages in this sense. For instance, a considerable amount of withdrawal rights for minority share holders and difficulty in making reserved capital increases.
Unlike Companies, partnerships do not have legal personality. Subsequently, shareholders and partnerships are liable for company’s obligation. Additionally, partnerships do not require any minimum capital.
Italian Partnerships are normally incorporated through a deed. They are treated as transparent entities from a tax perspective and any income derived from it is attributed in proportion to each partner according to their shareholding.
According to the Italian Corporate Law, Italian companies must
– Annually approve their financial statement
– Maintain corporate, accounting and tax books and records
Another vehicle to promote business is Trust. Even though Italian Law does not regulate trust, the ratification of the HCCH Convention on the Law Applicable to Trust recognises the internal trust. An internal trust has Italians parties and Italian assets but the trust agreement is governed by a foreign law. Italian Trust might be transparent, opaque or mixed. Transparent trusts are those where the parties are clearly identified. Opaque Trust whose beneficiaries are not directly identified while a mixes trust include both identified and non-identified beneficiaries.
VGS lawyers professionals are ready to assist you in any phase of your Italian business incorporation. Should you need any assistance in establishing your business in Italy, please do not hesitate to write us via the chat-box or the form you can find in this same page. VGS lawyers will get back to you within the next 24 hours.