Tax Guide

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 […]

2.1 Types of Business Structures Italy offers several legal forms for doing business, each with its own regulatory and tax implications: Representative Office – For non-commercial activities (e.g., market research); no legal personality or Italian corporate income tax liability, proving activities carried on do not […]

3.1 Rights and Obligations Shareholders in Italian companies enjoy rights based on their share class and the company’s bylaws. Core rights include: Voting on key resolutions (e.g., mergers, capital changes) Receiving dividends and liquidation proceeds Inspecting financial statements and minutes Calling meetings (if holding ≥10% […]

5.1 Registered Office and Local Presence All Italian companies must maintain a registered office (sede legale), which is listed in the Companies Register. This address is used for legal notices and tax correspondence. While virtual offices are permitted, physical presence may be required for certain […]

15.1 Common Pitfalls Foreign investors often encounter challenges due to unfamiliarity with Italian bureaucracy and legal nuances. Common traps include: Underestimating incorporation timelines and documentation Failing to comply with local labor laws and collective agreements Ignoring VAT registration and electronic invoicing requirements Using generic contracts […]

13.1 Voluntary Liquidation Companies may choose to wind up operations through voluntary liquidation. This requires: Shareholder resolution to dissolve the company Appointment of a liquidator (liquidatore) Notification to the Companies Register Settlement of debts and distribution of remaining assets The process must comply with Civil […]

12.1 Statutory Audit Requirements Italian companies are subject to statutory audit requirements based on their legal form and size. An audit is mandatory for: Audits must be performed by registered professionals or audit firms listed with MEF (Ministry of Economy and Finance). 12.2 Appointment and […]

11.1 Anti-Money Laundering (AML) Italy enforces AML regulations under Legislative Decree No. 231/2007, aligned with EU directives. Obligated entities include banks, accountants, lawyers, and real estate agents. Key requirements include: The Financial Intelligence Unit (UIF) monitors compliance and investigates suspicious activity. 11.2 Anti-Corruption Measures Italy […]

10.1 Legal Framework M&A transactions in Italy are governed by the Civil Code, the Consolidated Financial Act (TUF), and EU regulations. Key authorities include: Cross-border deals may also trigger foreign investment screening under the Golden Power regime. 10.2 Deal Structures Common M&A structures include: Each […]