Setting up a Company in Italy by a Foreign Entity: Procedures and Timelines
Italy presents a significant opportunity for many foreign companies looking to expand their footprint in the European market. Establishing a company in Italy can be a strategic choice, but it’s essential to be familiar with the processes, requirements, and timelines.
1. Choose the legal form of the company
The first step is to select the most suitable legal form. The most common types are:
* Limited Liability Company (S.r.l.)
* Joint Stock Company (S.p.A.)
*Branch of a foreign company
2. Drafting the Articles of Association and the Bylaws
This step involves drafting the Articles of Association and the Bylaws of the company, which must be signed in front of a notary in Italy. The document must include details such as the company’s purpose, legal address, and share capital.
3. Deposit of the share capital
Depending on the chosen legal form, there might be a need to deposit a minimum share capital. For instance, for the S.r.l., the minimum share capital is €1, while for the S.p.A. it’s €50,000.
4. Registration with the Chamber of Commerce
Once the above steps are completed, the company must be registered with the Chamber of Commerce in the relevant jurisdiction. This step grants the company its legal status.
5. Obtain the Fiscal Code and VAT Number
The company will need to request a Fiscal Code and VAT Number from the Revenue Agency, both essential for legally operating in Italy.
6. Additional notifications
The company must notify INPS and INAIL upon starting its operations to fulfill social security and insurance obligations.
Timelines
The timeframes for setting up a company in Italy vary based on the complexity of the chosen corporate structure and the specifics of the case:
* Choosing the legal form: immediate
* Drafting the Articles of Association and the Bylaws: 1 to 2 weeks
* Deposit of share capital: 1 to 3 days
* Registration with the Chamber of Commerce: 5 to 10 days
* Obtaining the Fiscal Code and VAT Number: 5 to 10 days
* Additional notifications: 1 to 2 weeks
In summary, under standard conditions, setting up a company in Italy by a foreign entity can be expected to take between 3 to 6 weeks.
THE NETWORK CONTRATCT
In Italy and in no other country in Europe, the network contract is regulated.
With the network contract, more entrepreneurs and professionals pursue the aim of increasing, individually and collectively, their innovative capacity and their competitiveness on the market and to this end, they undertake, on the basis of a common network programme, to collaborate in forms and in predetermined areas, pertaining to the exercise of one’s businesses, that is, to exchange information or services of an industrial, commercial, technical or technological nature or, again, to jointly carry out one or more activities falling within the scope of one’s business or activity. In fact, companies maintain their individuality but come together through a contract, to pursue a common project.
Conclusions
Setting up a company in Italy offers various opportunities, but it’s essential to be prepared and informed. It’s advisable to rely on legal and fiscal consultants to ensure the correct management of all necessary procedures and obligations.
Article written by
Avv. Nicoletta Grassi
Patrocinante in Cassazione
C.F. GRSNLT61T65A944H
P.IVA. 03653610372
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