Setting up an SRL in Italy
The Società a Responsabilità Limitata (SRL) is Italy's most popular business structure, with over 1.5 million active companies. It provides limited liability protection while offering flexibility in management and a professional image for doing business in Italy and across the EU. Governed by the Codice Civile (Italian Civil Code), the SRL is the go-to choice for both domestic and international entrepreneurs.
Why choose an SRL
An SRL combines the liability protection of a corporation with the management flexibility of a smaller entity. Shareholders are only liable up to their capital contribution, making it the preferred choice for both Italian and foreign entrepreneurs looking to establish a presence in the Italian market. Unlike a ditta individuale (sole trader), the SRL provides a clear separation between personal and business assets, which is particularly important for e-commerce sellers managing inventory and marketplace accounts.
Types of SRL
- SRL Ordinaria: Standard limited company with minimum share capital of 10,000 euros (at least 25% paid in at formation). Offers maximum flexibility in governance and can have both natural persons and legal entities as shareholders
- SRL Semplificata (SRLS): Simplified version with capital between 1 and 9,999 euros. Standardized articles of association, reduced notary fees. Only natural persons can be shareholders, and the articles cannot be customized
- SRL Unipersonale: Single-shareholder SRL. Same rules apply but 100% of capital must be paid in at formation to maintain limited liability protection
Formation process step by step
Step 1: Draft the articles of association (statuto) and deed of incorporation (atto costitutivo) with the help of a legal professional. These documents define the company's purpose, governance structure, profit distribution rules and share transfer procedures.
Step 2: Open a temporary bank account at an Italian bank and deposit the required share capital. Major banks like Intesa Sanpaolo, UniCredit or Banca Sella handle this regularly for new formations.
Step 3: Execute the deed before a notary (notaio). This is a legal requirement under Italian law and cannot be bypassed. The notary verifies identities, ensures legal compliance and authenticates the documents.
Step 4: The notary files for registration with the Registro Imprese (Business Register) at the local Camera di Commercio within 20 days. From this moment, the company acquires legal personality.
Step 5: Through the ComUnica system, the company simultaneously receives its Partita IVA (VAT number), INPS registration (social security), INAIL registration (workplace insurance) and municipal notification of business activity.
Costs and timeline
Total formation costs typically range from 2,500 to 5,000 euros for a standard SRL, including notary fees (1,500-3,000 euros), registration taxes (200 euros), government duty stamps and Chamber of Commerce fees. An SRLS can be formed for as little as 600 euros. The entire process takes 2 to 4 weeks from start to finish, though obtaining a bank account may add additional time for non-resident founders.
Zunapro guides international entrepreneurs through every step of SRL formation in Italy, handling the bureaucracy so you can focus on building your business.
