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.

Primary Legislation

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) – Previously based on DPR 633/1972, now based on Legislative Decree no. 10/2026  containing a new Consolidated VAT Code with general effect starting 1 January 2027 unifying 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), consolidated Inheritance and Gift Tax Code,  defining chargeable events/transfers, valuations, and exemptions (e.g., Article 1 on scope).

Key Related Laws:

Annual Finance Laws modify and update primary legislation. 

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

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