Italian Company Forms

Company Forms

COMPANY FORMS - ITALIAN COMPANY REGISTRATION

There are five different corporate forms that may be used for individuals or

companies who are looking at starting or expanding their business activity in

Italy. All of these company forms can be exclusively set up by foreign

shareholders.

LIMITED LIABILITY COMPANY (Srl )

Private Limited company. Liability is limited to the amount of capital paid up.

Most common form in Italy. You can have a sole member Srl or a Srl with several

members. If sole member then you will need to deposit fully paid up share

capital. Please contact us for assistance

STOCK COMPANY (SPA)

The liability of members of a SPA is limited to the amount of capital issued by

shares. This is essentially a stock company in so far as it can offer shares

publicly to the market or through a private offer to its founders. Please

contact us for assistance

BRANCH (SEDE SECONDARIA)

This is a local office of the mother company*, with its own local VAT number.

This is quite effective for establishing a small local presence or employing

local staff when the major production is outside Italy.

HOLDING

This is generally a Srl which holds assets but does not trade. It can be used to

hold trademarks, property and investments.

SUBSIDIARY

An Srl that forms part of a larger group of companies not located in Italy but

having liability in Italy via its Srl status. This is 100% or majority owned by

the mother company* in another jurisdiction.

SPECIAL COMPANY FORMS

FOUNDATION

Similar to a foundation in USA, Holland or Panama (without the anonymity), a

foundation is the best solution to run a school or any other cultural activity

at a serious level. The foundation can have limited resposibility and tax

exemption. Minimum capital is usually Euros 52,000.

TRUST

The ItalianTrust did not originate in Italy but is now part of the Italian legal

system and its popularity is increasing. Usually the rules are similar to a

trust in Jersey, Isle of Man or New Zealand (but tax costs are higher). A

foundation is the most flexible solution to manage assets or heritages.

DIFFERENCES BETWEEN AN ITALAIN  SRL AND SPA

  SRL Most common form in Italy for foreign investors and can be formed with one

  person. Share capital: 10,000 Euros if more than 1 member; 2500 Euros to be

  paid if 2 or more members.

  SPA More like a UK PLC, German AG or French SA in so far as shares are offered

  either publicly or privately and more rigorous financial reporting. An Spa is

  used when you plan to sell shares, project financing or when prestige is a

  must. Share capital 120,000 Euros.

  SRL Easy to administer. Accountancy is straightforward

  SPA If you are intending to be involved in banking, auxiliary financial,

  insurance or investment activities then you will require a SPA. Additionally,

  these operations may need licences. Please contact us for further details.

  SRL and SPA can be formed using 1 single shareholder or several shareholders –

  please note that if using 1 single shareholder then the amount of share

  capital should be fully paid up at 10,000 euros for SRL and 120,000 euros for

  SPA. Shareholders requirements are the same for SRL as well as a SPA. Please

  contact us for further information .

  SRL and SPA shareholders' requirements are the same.