Italy

Starting a Business in

Italy

Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Italy. It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income.

This information was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 185 economies. The most recent round of data collection was completed in June 2012.

Compare Italy to 184 other economies.

YearNew business densityNumber of new limited liability companies
2011 1.6364,591

  • Standardized Company

  • Legal Form: Società a responsabilità limitata (Srl)
  • Paid in Minimum Capital Requirement: EUR 2,500
  • City: Rome

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No. Procedure Time to Complete Associated Costs
1 Deposit at least 25% of the amounts contributed in cash with a bank

At incorporation, 25% of the company’s capital contributed in cash must be paid in and deposited in a bank account. The payment of the capital may be replaced by an insurance policy or by a bank guarantee for at least the same amount, though it is possible for the quota holders to pay in the due amount at any time. If the company capital is not wholly paid in at incorporation, the company has a credit against the founding shareholders for payment of the outstanding portion of the capital. The directors have power to claim the payment at any time.
The payment of the capital may be replaced by goods, credits or services. In case of goods or credits contribution, company's capital must be wholly contributed at the moment of the incorporation. In case of services contribution quota holder has to produce an insurance policy or a bank guarantee having the same value of the contribution.
1 day no charge
* 2 Execute a public deed of incorporation and company bylaws before a public notary; pay registration tax

A public deed of incorporation (atto costitutivo), including the company’s bylaws (statuto) must be drafted and executed before a public notary by the quota holders or their authorized representatives. The notary drafts company bylaws on standard forms, which the notary provides. The cost of the forms and stamp duties are included in the notary fees.

Registration tax, due within 20 days of incorporation, is paid to the notary public, who will also provide the registered public deed of incorporation.

The fees can be estimated here.
1 day (simultaneously with previous procedure) EUR 3,222 (Notary fees) + EUR 168 (Registration fee) + EUR 156 (Imposta di bollo)
* 3 Buy corporate books and accounting books

According to Article 2478 of the Italian Civil Code, a company denominated as a limited liability company (società a responsabilità limitata, or SRL) must keep the following corporate books: minute book of board of directors’ meetings and minute book of board of Statutory Auditors (Collegio Sindacale), which are subject to authentication.

According to the article 2478 of the Italian Civil Code, a limited liability company must also keep the book of shareholders' decisions: the decisions can be taken during the shareholders' meetings or, if provided by the bylaws, by written consultation.

According to Article 2214 of the Italian Civil Code, any business must keep two accounting books: the journal book and the inventory book. Authentication of
accounting books is no longer required (according to Law No. 383/2001). All books are available in standard format at stationary stores or through a notary public. However, entrepreneurs can also use a loose-leaf book at no additional cost.

Law Decree 185/2008 which became effective as of March 2009, abolished the shareholders book for S.R.L. and introduced Art. 2215-bis of the Civil Code which provides for the possibility to keep all corporate books and accounting books on electronic format; in this case, a digital time stamp (and electronic signature) must be put on a three months basis and the cost to register electonic books depends on D.M. 23 gennaio 2004.
1 day (simultaneously with previous procedure) EUR 14.62 stamp fee for each 100 pages (3 books), EUR 25 registration fee per book (3 books)
* 4 Pay government grant tax to the post office current account

The tax is due to the Office of Revenue every year. The amount is (1) EUR 309.87 to pay the grant tax if the company’s social capital is under EUR 516,456.90 or (2) EUR 516.46 if the company's social capital exceeds Eur 516,456.90.
1 day (simultaneously with previous procedure) EUR 310
5 Register the Company through Comunicazione Unica

Since 1st of April 2010, it is mandatory that the applicant electronically file a single notice (Comunicazione Unica) with the Register of Enterprises. This includes issuance of the tax identification number, VAT number, and registration with Social Security Administration (INPS) and Accident Insurance Office (INAIL). The applicant must attach the forms requested by (i) the Register of Enterprises for the registration (ii) the Italian Tax Authorities for immediate starting of business, and (iii) by INPS and INAIL for the registration with these Administrations.

Under Decree Law no. 185/2008, converted into Law no. 2/2009 dated January 28th 2009, companies are now required to provide a certified email address
on the registry of companies registration form. Furthermore, all businesses incorporated as a company must communicate their certified electronic mail address to the Registry of Companies within 29th Novembre 2011.

After the single notice is filed, the firm receives all the documents within 7 days. All notices, communications and receipts of filing are sent to the Company’s certified email address. In detail:

• the Company receives immediately a reference number for the registration procedure as well as the receipt of the filing of the Single Notice with the Register of Enterprises
• immediately the tax identification number and the VAT number;
• within 5 business days, the Registration with the Register of Enterprises
• within 7 days INAIL documentation;
• within 7 days INPS documentation.

D.P.R. 160/2010 (Decreto Del Presidente della Repubblica 160/2010) came into effect (29 March 2011), the businesses described in the list of activities in SCIA can submit their SCIA communication through the platform Comunicazione Unica at the same time as they register the company.
2 days EUR 200 (membership fees) + EUR 90 (registration fee with chamber of commerce)
* 6 Notify the competent Labor Office (DPLMO) the employment of workers

The Law no. 296/2006 provided that the Company shall have to notify the Provincial Labor office (direzione provinciale del lavoro e della massima occupazione, DPLMO) about the hiring of personnel one day before from the star of the labor relationship.
1 day (simultaneously with previous procedure) no charge
* Takes place simultaneously with another procedure.
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