The procedure for setting up a company in Italy is regulated by the Italian Civil Code, while the Consolidated Law on Finance is the main important legislative provision for registering and running financial and listed companies in Italy.
There are various types of companies that can be set up for the expansion of foreign businesses. Here are several types that are normally considered:
Limited Liability Company (SRL - Società a responsabilità limitata)
A SRL is the legal form most suitable for small and medium companies with a sole or a limited number of shareholders.
At least 10,000 EUR is required for setting up this type of company in Italy. Shareholder liability is limited to the extent of their contribution.
Shareholders may be appointed as directors of the company, and its management can be entrusted to either a sole director or to a board of directors. A board of statutory auditors (or a sole auditor) is not required unless for two subsequent years the company exceeds certain parameters as set by the law.
Joint Stock Company (SpA - Società per azioni)
This type of company is mainly designed for large businesses and requires a minimum share capital of 50,000 EUR. The capital is divided into shares which can be quoted on the stock exchange.
The most common model of governance of the SpA is the ordinary structure, based on the shareholders meeting which appoints the administrative body (board of directors or sole director) and the supervisory body (board or auditors).
General Partnership (Snc - Società in nome collettivo)
Partnerships require at least two individuals or legal entities that join together and sign an agreement in order to activate under the same company name. No minimum capital is required when establishing a general partnership and all members are considered general, with full liability and management responsibility.
Limited Partnership (Sas - Società in accomandita semplice)
The main conditions for setting up this type of partnership are the same as for the general partnership. As opposed to the general partnership in Italy, at least one partner has to be limited, with limited liability to the extent of his contribution and one partner is general, with full liability for the company’s obligations.
Partnership Limited by Shares (Sapa - Società in accomandita per azioni)
Two or more partners must join together in order for this type of partnership to be established. It is a similar type to the limited partnership. At least one of the partners must have limited liability and at least one has to be a general member. No minimum capital is required, but the capital is divided into shares instead of quotas.
An Italian branch/secondary registered office may be a representative of the foreign company’s core business including a permanent establishment in Italy with decision-making powers.
In addition to the provision of directors and a registered address, we also deal with all legal and administrative steps to incorporate Italian companies. This includes liaising with the notary, legal and tax advisors and the Register of Commerce and any other actions in connection with the incorporation.
We also maintain statutory books and records of the company once it is registered, prepare shareholders meetings, resolutions and minutes and ensure compliance with annual filing requirements.
Our clients will benefit from:
- swifter time to incorporation
- tailor-made solutions to meet individual business needs
- working with an independent and experienced corporate services provider
- a responsive, quality service that is fast, accurate and reliable