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Italy Company formation and Registration

  The main forms of limited companies in Italy are SRL (Societ?a responsabilit?limitata), broadly corresponding to the English private company limited by shares (Ltd) and SPA (Societ?per azioni), broadly corresponding to the English public limited company (PLC). The differences are mainly in the minimum amount of capital (Euro 10,000 for SRL and Euro 100,000 for SPA). The SRL is less expensive and subject to less formalities as to accounts, controls, etc. and therefore it is usually more advisable for small to medium size businesses. Both types are body corporate distinct from shareholder(s), who enjoy the benefit of the limited liability. The main features of the SRL company (in outline) are as follows:

1.   Capital requirements:  at least Euro 10,000 (no maximum); at least 1/3 of issued capital must be deposited into a bank account before incorporation.

2.   Accounts: to be submitted to the Registrar of Companies annually;-     to be audited by "Sindaci" (internal auditors) if capital is more than Euro 100,000.

3.   Shareholders: 1 or more (if one, it must be stated on all company stationery); limited liability.

4.   Directors:  not necessarily shareholders; not necessarily Italian citizens, (if non-EU citizens, immigration issues to be dealt with); not necessarily residents if non

5.   Registered office:  anywhere in Italy.

6.   The features of the SPA are similar, apart from the capital: Euro 100,000.

7.   Deadline:  90 work days.  


  • PARTNERSHIPS


    As a general rule, there are three forms of partnership:

  • An unlimited partnership - The partners are liable for the transactions carried out by the partnership, without any limit in amount. All or some of the partners may serve as managers of the partnership.
  • A limited partnership - This is made up of general partners, who have unlimited liability and limited partners whose liability is limited to the amount they invested as capital in the partnership. Only a general partner may serve as a manager of the partnership.
  • Partnerships limited by shares - In principle, this is similar to a limited partnership. The main difference is that the share of partners in a limited partnership is represented by share capital, as distinct from a limited partnership in which the partners hold quotas and not shares.
 
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