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Bureaucratic procedures to start a business in Italy

20210830_AOberstadt_Richmond_010_reduced.jpgIf you are a migrant or refugee willing to start your own business in Italy, once you studied your business plan and decided to open an entrepreneurial activity, there are some steps you will have to go through to get started:

  1. Decide on the legal form of your company
  2. Choose the ATECO code of your activity
  3. Equip yourself with the necessary digital tools: SPID, PEC, digital signature, unique code for the e-invoice - the last two depend on the legal form of your company
  4. If you decide to open a company such as Srl, contact an accountant to support you with the Articles of Association (‘Statuto’ in Italian), Memorandum of Association (‘Atto costitutivo’ in Italian) and identify the notary for the required public deed
  5. Open a VAT number (‘partita IVA’ in Italian) and communicate the start of your business to the tax authorities (‘Agenzia delle Entrate’ in Italian)
  6. Fulfill reporting obligations to INPS, INAIL, Municipality and Chamber of Commerce (where applicable).

You can use this article as a first orientation. However, please consider contacting an accountant or one of the specialized offices indicated below for more in-depth questions, and to make sure that you get everything done correctly. It may also be useful to ask for the advice of people that you know that have already opened a business in Italy.

Legal forms of business and obligations

You can choose among different legal forms for your business, depending on the size, scope, activity and growth prospect. This is a very important choice that will impact on initial costs, obligations, liability in case of bankruptcy and business taxation.

The most common legal forms for entrepreneurs are freelancer (‘libero professionista’ in Italian), sole proprietorship (‘ditta individuale’in Italian), or the establishment of a company, usually an Srl or Srls. Below you will find more details about these legal forms. 

Both freelancer and ditta individuale imply that as entrepreneur you act as the sole manager of your own business and that therefore, in the event of bankruptcy, you are liable with all of your assets and properties. On the contrary, in a company the entrepreneur is liable only with the company's assets, leaving your personal property separate from those of the company.

Libero professionista

The freelancer (‘libero professionista’ in Italian) carries out an activity for third parties through intellectual work. In some cases they may belong to a Professional Association such as a lawyer, architect, psychologist or designer. 

It is sufficient to open a partita IVA by sending the AA9/12 form to the Revenue Agency and to open a social security account with the INPS (‘gestione separata’ in Italian), or with a social security fund provided for by the Professional Association to whichyoubelong. 

When notifying the revenue agency of the opening of a partita IVA and the start of an activity, you must indicate the relevant ATECO code, a code that identifies the type of activity you intend to carry out. A dedicated website exists for the guided search of the appropriate ATECO code for your activity.

Learn more about: PARTITA IVA

Ditta individuale 

The sole proprietorship (‘ditta individuale’ in Italian) is an activity as a self-employed person who produces or exchanges goods or services (for example, a hairdresser, pastry chef, plumber or electrician). 

To start a ditta individuale, you can fulfillall the obligations by submitting the Comunicazione Unica (or ComUnica) to the Business Register by using a specific software. Through the Comunicazione Unica, you will get a partita IVA, insurance account with INAIL, registration with INPS and with the Chamber of Commerce's Trade Register, and you will submit the SCIA (certification of the start of business) to the Municipality where your shop is located.

Srl

Srl (‘Società a ResponsabilitàLimitata‘) is a company of one or several members. You have to open a Srl by means of a public deed before a notary. You should also write an Articles of Association (‘atto costitutivo’ in Italian) and a Memorandum of Association (‘statuto’ in Italian), which set out the company's main purposes and rules of operation. These kinds of companies have specific bodies such as the board of directors and the shareholders' meeting, and there is also the obligation to draw up and register the balance sheet and keep company books. You can fulfill the other obligations to start a Srl by submitting the ComUnica to the Business Register by using a specific software.

Opening and managing an Srl is certainly a more complex process, and it requires the support of specialized professionals. It is, however, the ideal legal form for companies that are slightly more structured and involve greater investment than ditta individuale. The limited company offers more credibility and greater solidity in the eyes of partners and banking institutions in case you want to access credit to develop your business. 

Srls

Srls (‘Società a Responsabilità Limitata Semplificata’) is very similar to the Srl. However, unlike Srl, Srls only need 1 euro as a start-up capital and no notary needed. You will still need to sumbit a ministerial Articles of Association that cannot be modified. It seems favorable on an economic level, but it hides some pitfalls, such as the small initial capital, which often proves insufficient to start the activity, or the impossibility of customizing certain characteristics linked to the members participating in the Srls.

Important offices

Depending on the legal form you choose, you will need to fulfill various obligations. For this purpose, there are some offices that you can access to get information and run a business. 

Agenzia delle Entrate

The Revenue Agency (‘Agenzia delle Entrate’ in Italian) deals with the administrative management of taxes and it is able to provide all information with respect to tax obligations and declarations, as well as cadastral information. You can receive information in person at the local offices of the Agenzia delle Entrate or online via videocall – you can book an appointment here. You have to use your SPID credentials to access the online services of the Agenzia delle Entrate.

Camera di Commercio

The chamber of commerce (‘Camera di Commercio’ in Italian) keeps the records of any business operating in the relevant territory. It often offers information, training and calls for financial opportunities or business development. 

Associazioni di categoria

Trade associations are associations representing companies organized into production or professional categories. They are made up of professionals who are familiar with the sector of the companies they represent and are therefore often an excellent source of information, support and protection for entrepreneurs. To access their services, it is necessary to register and become a member of the trade association.

CAF

Tax Assistance Centers are competent in tax matters, for sending tax forms and communications, especially for the tax return. Theymay be useful for clarifying certain doubts concerning taxes and fulfilments for the self-employed workers - less useful instead for companies. 

Digital tools 

To access services, fulfill obligations and communicate with public administration offices such as Agenzia delle Entrate and INPS, it is essential to possess certain digital tools.

If you want to start a business, you should have:

  • SPID: it is the digital identity used to access online services of the public administration, including the Revenue Agency. To get the SPID you need to have both a valid permit of stay and Italian identity document. Have a look at this video to see how to do the SPID.
  • Cassetto fiscale (tax drawer): it is the virtual place whereyou can send and store all communications with the Revenue Agency. You can also use it to consult all data relating to declarations made to the Revenue Agency, as it automatically collects all electronic invoices sent and received relating to your or your company VAT identification number.
  • PEC: it is the certified electronic mail, often used for official communications and apply for public calls. It is like a traditional e-mail box, but messages sent and received have legal value. It is mandatory for freelancers, ditte individuali and companies to have a certified e-mail address. Opening it is very simple, all it takes is an online search to choose a provider and payment of a very low annual fee.
  • Digital signature: it is a kit consisting of a key or smart card and a software to be installed on your computer to sign documents and give them legal value. The digital signature is mandatory for the company’s administrator, as this must be used for balance sheets, company deeds, and other official documents, including registration in the commercial register. To get a digital signature, you must have the Italian identity card and buy the kit from a provider. It costs between 30 and 80 euros.  
  • Electronic invoicing: in Italy, electronic invoicing is compulsory for all types of businesses, with the exception of partita IVA under the flat-rate scheme (‘regime forfettario’ in Italian) whose income in the previous year did not exceed EUR 25,000. This means that to issue or receive an invoice, youneed to generate an electronic invoice through the dedicated section of the Revenue Agency website or using an ad hoc software. In order to be able to issue and receive electronic invoices, you must either get a unique code from the Revenue Agency or a PEC address.

Other relevant issues

There are other aspects to consider when starting a business, some of the most important are:

  • Safety in the workplace: any company requires to appoint a Prevention and Protection Service Manager (RSPP) and they must attend a specific course. This role can also be held by the entrepreneur themselves. All employees must then take a course on safetyat work and the workplace must comply with specific safety features. 
  • Authorisations, licenses or permits: some businesses require authorizations and licenses to operate. You can consult the Ateco Portal to know the fulfillments needed for your specific business activity. 
  • Building suitability: you should carry out your business in a suitable place depending on your activity. Indeed, each property has an intended use (‘destinazione d’uso’ in Italian) that must be respected or modified through a specific procedure to adapt it. It is also important to consider characteristics such as lighting, emergency exits, square footage and ventilation of the building.

 

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