1.1 Key Legal Sources

Italy’s business law is rooted in the Civil Code (Codice Civile), which governs contracts, companies, and obligations. Supplementary laws include Legislative Decree No. 58/1998 (TUF) for financial markets, and EU regulations that apply directly or via transposition.

The establishment and operation of enterprises in Italy are primarily governed by:

Codice Civile (Civil Code) – Book V regulates company law, including formation, governance, and dissolution.

Testo Unico delle Imposte sui Redditi (TUIR) – Consolidated Income Tax Code, enacted by DPR 917/1986.

Testo Unico IVA (Consolidated VAT Code) – Currently based on DPR 633/1972, with a major reform set to take effect in January 2026 to unify fragmented VAT rules into a single code aligned with EU directives.

Decreto del Presidente della Repubblica no. 600/1973 – Known as the Tax Management Act, it governs tax assessments, accounting obligations, and returns.

Decreto del Presidente della Repubblica no. 602/1973: Provisions on tax collection and enforcement

The Registration Tax Code (Testo Unico Imposte di Registro) enacted by Decreto del Presidente della Repubblica no 131/26 April 1986 containing rules on registration taxes, including real estate/business transfers.

D.Lgs. No. 346/1990 (Testo Unico delle Successioni e Donazioni), defining chargeable transfers, valuations, and exemptions (e.g., Article 1 on scope).
Key Related Laws:

D.Lgs. No. 139/2024: Introduces self-assessment from 2025; unifies with donation rules; digital declaration mandatory.
2025 Budget Law: Extends exemptions for generational transfers (e.g., family pacts under Article 768-bis Civil Code); no changes to rates but enhanced anti-avoidance.

Legislative Decree No. 58/1998 (TUF) – Governs financial markets and listed companies.

Legislative Decree No. 231/2001 – Establishes corporate liability for criminal acts.

1.2 Regulatory Bodies

Key regulators include:

• Chamber of Commerce – Company registration and filings
• Revenue Agency (Agenzia delle Entrate) – Tax compliance
• CONSOB – Securities and listed company oversight
• Bank of Italy – Financial institutions and AML enforcement

1.3 Legal System Overview

Italy follows a civil law system. Precedent is not binding, but higher court decisions (especially Cassazione) carry persuasive weight. EU law and international treaties are directly applicable and often override domestic provisions.