Ready-Made Companies in Italy

What a ready-made company is in Italian law

A ready-made Italian company is a registered S.r.l. transferred by cessione di quote

Are shelf companies legal in Italy?

Italian law does not prohibit incorporating a company and selling its quotas later, and sets no minimum holding period: Art. 2469(1) c.c. makes participations freely transferable unless the articles say otherwise (Normattiva: Codice civile, artt. 2462–2490). A ban on transfer, or an approval nobody must give, opens a withdrawal right under Art. 2473 c.c.

Quotas, not shares: why the wording matters

S.r.l. participations may not be represented by shares and may not be offered to the public as financial products, apart from crowdfunding under Regulation (EU) 2020/1503 (Art. 2468 c.c.). The common-law share purchase agreement does not carry over: the instrument is an atto di trasferimento (transfer deed) of quotas.

The one form you may not be able to buy: S.r.l.s.

An S.r.l.s. (simplified S.r.l.) can be held only by individuals under Art. 2463-bis(1) c.c., so a corporate buyer needs a conversion first, and its standard model clauses cannot be varied. Which form suits you is decided in Company in Italy: italian company types.

When you actually become the owner: deposit, not signature

The transfer takes effect from the date of deposit

Art. 2470(1) c.c. provides that a transfer of participations takes effect against the company from the moment the deed is deposited with the Register of Companies (Normattiva: Codice civile, Art. 2470). Signature binds the parties; deposit makes you a member.

1. Transfer deed signed, the atto di trasferimento. Either before a notaio autenticante, with authenticated signatures under Art. 2470(2) c.c., or under a firma digitale for filing by an intermediario abilitato under Art. 36(1-bis) D.L. 112/2008.
2. Filed with the Register of Companies for the district of the sede legale, whichever route was taken. Within 30 days of the deed
3. Deposit: the transfer takes effect towards the company, Art. 2470(1) c.c. This, and not the signature, is the moment you become a member. On the day of deposit
4. The accompanying filings: the socio unico declaration under Art. 2470(4)-(7) c.c., the directors under Art. 2383(4) c.c., and the incoming director's personal domicilio digitale. Within the same 30 days

Thirty days to file, and two ways to do it

Under Art. 2470(2) c.c. the notary files the deed within 30 days with the Register for the district of the sede legale (registered office). Under Art. 36(1-bis) D.L. 112/2008 a digitally signed deed is filed within the same 30 days by an authorised intermediary.

Why you file immediately and not on day 29

Where one quota is sold to several acquirers, Art. 2470(3) c.c. prefers the party that registered first in good faith, even if its title is dated later. An earlier deed loses to an earlier filing, so we file on the day of the deed.

What the register entry does and does not prove

The Register is public under Art. 2188 c.c., so anything registered is visible before signature and without the seller: an attachment of a quota is entered under Art. 2471(1) c.c. What it does not vouch for is the company's commercial position or tax exposure.

Ready-made Italian companies currently available

Availability changes, so the table below is rewritten from our inventory file on Monday and Thursday.

Updated: 10 September 2026

Updated twice a week. For any entry you select we obtain a visura storica and hand it to you before signing. The figure shown does not cover the government fees below.

How to read the table

Legal form says whether a corporate buyer can acquire the entity at all; province and comune fix which chamber collects the diritto annuale (annual chamber fee). A gap between subscribed and paid capital blocks any capital increase, changing the oggetto sociale needs a notary, and partita IVA status shows whether returns have been running.

What the price does not include

Government money sits outside the figure quoted: stamp duty, chamber fees and the fixed registration tax, all set out below. Professional fees are quoted case by case, since no official tariff for notarial corporate deeds has existed since the 2012 liberalisation.

How a request works

The Request button in each row leads to /contact/?ref= followed by the entry ID, and the reference travels into the form as a hidden field, so the enquiry arrives attached to the entry you were reading. We then pull the visura storica and read it with you before preparing the deed.

Do you need an Italian notary?

The notarial route: authenticated signatures

The deed bears sottoscrizioni autenticate (authenticated signatures) and the notaio autenticante (authenticating notary) deposits it within 30 days with the Register for the district of the registered office (Art. 2470(2) c.c.). The filing duty sits on the notary.

The route without a notary: Art. 36(1-bis) D.L. 112/2008

Art. 36(1-bis) D.L. 112/2008 allows the deed to be signed with a firma digitale (qualified digital signature under Art. 24 CAD) and deposited within 30 days by an intermediario abilitato (authorised intermediary) under Art. 31, comma 2-quater L. 340/2000, in practice an accredited dottore commercialista (chartered accountant) (Normattiva: D.L. 112/2008, Art. 36(1-bis)). Parliament confirmed by authentic interpretation that the route derogates from Art. 2470(2) c.c.

What the alternative route does not save

The rule reserves the position in its own words: the tax treatment of those deeds is preserved. The tariff confirms it, since the diritti di segreteria (chamber secretarial fees) on a transfer are the same EUR 90 either way.

Where the alternative route stops

The route covers a clean assignment of quotas. That limit is not spelled out in the statute: it follows from what the rule authorises, the deposit of a transfer deed, while the articles are amended by a separate notarial act with its own tariff line.

What needs a notary at takeover and what does not

The matrix

Why the boundary is where it is

Art. 2463(2)(2) c.c. requires the statuto (articles of association) to state only the comune (municipality) of the registered office, and the street address lives in the register. Move within the municipality and the articles stay true, so a filing suffices; cross the boundary and they have become wrong, which makes the move an amendment. Two deadlines complete the picture: 30 days to register a director (Art. 2383(4) c.c.) and 30 days for any change (Art. 2196 c.c.).

The boundary confirmed by the tariff

Moving the address inside the municipality is charged as an ordinary filing at EUR 30 of chamber fee, while depositing amended articles is a separate act at EUR 60. One caveat covers this section and the next: chamber tariffs are regional, and the amounts here come from CCIAA Romagna rev. 16 of 27 January 2026 and, for the diritto annuale, from CCIAA Marche 2026.

What the transfer costs in government fees

The fee table

Figures from the CCIAA Romagna: diritti di segreteria e imposta di bollo schedule rev. 16 of 27 January 2026.

The detail nobody publishes: the chamber fee counted twice

Filed together with the sole-member notice, the transfer of quotas attracts the chamber fee twice, EUR 90 plus EUR 90, inside a single filing. The socio unico obligation is triggered by the deposit and the change in membership rather than by the deed, so the register treats them as two chargeable entries.

Registration tax and stamp duty

Stamp duty splits in two: EUR 15.00 on the deed through the M.U.I. (modello unico informatico, the single electronic module), plus EUR 65.00 on the filing. The imposta di registro (registration tax) is a fixed EUR 200, raised from 168 by Art. 26(2) D.L. 104/2013.

Chamber tariffs are regional

A figure copied from a national-looking table is the commonest budgeting error we see: the fees above come from one chamber's schedule, the diritto annuale figures below from another.

How to check a company before you sign

The document to order: visura storica, EUR 6.00

Order the visura storica (historical chamber extract) at EUR 6.00, against EUR 5.00 for the visura ordinaria (current extract): the ordinary version gives the present state, the historical one every change and filing since incorporation (Registro Imprese: visura ordinaria, storica e certificato). The register is public, so you order it yourself before signature; reading it line by line is our chamber extract guide.

Eight sections to read, by name

1. Scioglimento, procedure concorsuali e cancellazione: dissolution, insolvency, cancellation.
2. Soci e titolari di diritti su quote e azioni: members and holders of rights over quotas, so pledges and usufruct.
3. Pratiche in istruttoria: filed but not yet processed.
4. Trasferimenti d'azienda, fusioni, scissioni, subentri: transfers, mergers, demergers, successions.
5. Società o enti controllanti: the controlling entities.
6. Partecipazioni in altre società: holdings in other companies.
7. Informazioni da statuto, ultimo statuto depositato: the latest filed articles.
8. Informazioni patrimoniali: the asset information.

Read the last deposited articles before anything else

Section 7 comes first in practice. Free transferability is the default under Art. 2469(1) c.c., but a prohibition or an unconstrained approval requirement reshapes your exit and opens the withdrawal right under Art. 2473 c.c. The comune named under Art. 2463(2)(2) c.c. tells you whether your address costs a filing or an amendment.

The extract is issued in English at the same cost

The Register issues the extract in English to the same standard and at the same price as the Italian original, which removes a sworn translation when the file goes abroad.

What age actually buys you: a filing history you can verify

Age is a filing history, and it reads either way

Age is a record of what was filed and what was not, and it reads either way. D.P.R. 247/2004 reaches only partnerships and sole traders: three years without acts of management, or unreachability at the registered address, start a procedure with a 30-day reply window, or 45 days from the notice (Normattiva: D.P.R. 247/2004, artt. 2–3). A company limited by quotas is at risk only in liquidation, where Art. 2490 c.c. turns three consecutive years without a filed balance sheet into cancellation ex officio, with the consequences of Art. 2495 c.c.

Missing filings and inherited chamber debt

Accounts are filed within 30 days of approval (Art. 2478-bis(2) c.c.), so a gap needs no interpretation, and unpaid chamber fees follow the company, which the chamber must pursue. The fee accrues on an empty company: on turnover from zero to EUR 100 000 a base of EUR 200.00 applies, reduced by 50% (CCIAA Marche: diritto annuale 2026).

A dormant VAT history is a liability, not a shortcut

Under Art. 8(1) D.P.R. 322/1998 the annual VAT return is due from taxpayers with no taxable transactions as well, so a company that has held a partita IVA for years without declaring carries a compliance tail that arrives with the entity.

Capital that was subscribed but never paid

Company stationery states the capital actually paid in (Art. 2250(2) c.c.), and under Art. 2481(2) c.c. no increase is possible until contributions previously due are paid in full. Where losses cut capital by more than a third, Art. 2482-bis c.c. requires a meeting without delay, the report deposited 8 days beforehand.

Missing control body and attached quotas

Art. 2477(2) c.c. sets three thresholds for an organo di controllo (control body): assets of EUR 4 000 000, revenue of EUR 4 000 000, or 20 employees on average, any one exceeded for two consecutive years, with the court appointing after 30 days (Art. 2477(5)-(6) c.c.). An attachment of a quota is entered under Art. 2471(1) c.c., while the beneficial owner file is no reliable check, as our Italian UBO register guide explains.

The tax cost of an inactive company

A società di comodo (non-operating company) pays an IRES surcharge of 10.5 percentage points on the ordinary tax calendar, if the company falls within that regime (Agenzia delle Entrate: maggiorazione IRES). Otherwise, see how Italian company tax works.

If you buy 100% of the quotas: the socio unico filings

The declaration and its contents

Where quotas are acquired in their entirety, or the identity of the sole member changes, Art. 2470(4) c.c. requires the directors to deposit a declaration giving the name or corporate name, the date and place of birth or state of incorporation, the domicile or seat, and the citizenship. A mirror declaration is filed when plurality is created or restored, both within 30 days of the change, and the sole member may arrange the publicity himself (Art. 2470(5)-(7) c.c.).

What happens if it is not filed

Failure to carry out that publicity is one of the two conditions on which Art. 2462(2) c.c. makes the sole member liable without limit for obligations of the period of sole ownership, should the company become insolvent. The other is unpaid contributions: on a unilateral incorporation they are paid in full, and where plurality ceases any shortfall is made up within 90 days (Art. 2464(4) c.c.).

What changes on your letterhead and in your minute book

Company stationery and correspondence must state that the company has a single member (Art. 2250(4) c.c.). Transactions with the sole member are enforceable against creditors only where recorded in the book of directors' resolutions or in a document bearing a certain date (Art. 2478(3) c.c.), which decides whether a loan from you counts.

The first thirty days after the transfer

Registering the new directors

New directors apply for registration within 30 days of notice of their appointment, and the register receives each one's name, place and date of birth, domicile and citizenship (Art. 2383(4) c.c.). Art. 2196 c.c. gives the same 30 days for any change.

The personal domicilio digitale of the incoming director

An incoming amministratore unico (sole director) or amministratore delegato (managing director) registers a personal domicilio digitale (certified digital address), distinct from the company's PEC, on appointment or renewal. The duty applies from 1 January 2025, was redefined by Art. 13, comma 3 D.L. 159/2025 from 31 October 2025, and existing companies had to comply by 31 December 2025 (CCIAA Milano-Monza-Brianza-Lodi: domicilio digitale degli amministratori). The company's own PEC costs EUR 0.

No Italian residence, but the reciprocity test still applies

The Civil Code does not require an S.r.l. director to be resident in Italy; only citizenship and domicile are filed. Art. 16 of the preliminary provisions admits a foreigner to civil rights on condition of reciprocity, and the test reaches foreign legal entities. Under Art. 2475-bis c.c. limits on directors' powers do not bind third parties.

The beneficial-owner register does not do the work for you

Reporting of the titolare effettivo (beneficial owner) is active: D.Lgs. 31 December 2025, n. 210 restructured the regime and has been in force since 9 January 2026, and the filing portal shows the duty as active with no suspension notice. The exact deadlines and data fields are delegated to a further ministerial decree not yet confirmed as adopted; the pre-reform design was a first report within 30 days of registration, changes within 30 days, confirmation every 12 months, and the Art. 2630 c.c. penalty of EUR 103 to EUR 1 032, cut to a third if filed within 30 days, though these day-counts and the penalty figure are not confirmed as still the operative mechanics (CCIAA Genova: registro dei titolari effettivi). No power of attorney is allowed: the obliged person signs himself.

Buying a ready-made company or incorporating from scratch

What the two routes cost in stamp duty

An incorporation deed without real estate carries EUR 156.00 of stamp duty through the M.U.I. plus a EUR 90 chamber fee. A transfer of quotas carries EUR 15.00 on the deed, EUR 65.00 on the filing and EUR 90, plus a second EUR 90 with the sole-member notice and EUR 200 of registration tax. A corporate seller's gain may fall under the participation exemption, 95% exempt (Normattiva: TUIR, Art. 87 (PEX)); an individual seller's position belongs on our capital gains page.

What incorporation gives you that a transfer does not

Starting from scratch makes a notary mandatory: the atto costitutivo is a public deed, filed within 10 days (Art. 2330 c.c.), and legal personality arises on registration (Art. 2331 c.c.). Capital is EUR 10 000 subscribed, or from EUR 1 and below EUR 10 000 where cash contributions are paid in full (Art. 2463(2)(4) and 2463(4) c.c.). See what a foreign founder needs before opening a business in Italy.

The first diritto annuale differs between the two routes

A newly registered company limited by quotas pays a first annual fee of EUR 100 on the national base, or EUR 120 with the 20% surcharge, within 30 days of filing the application. Afterwards the fee follows the chamber for the province where the office sits on 1 January.

When neither route is the answer

A foreign parent that wants presence without a new legal person registers a Company in Italy: branch office in italy; one that wants a separate Italian entity is looking at a Company in Italy: italian subsidiary.

How we handle a ready-made transfer

What we do before you sign

We order the visura storica for the entry you selected and read all eight sections, starting with the last filed articles. We reconcile subscribed against paid-up capital, check the form against your status, and read the transfer clause.

What we do on the day of the deed

We pick the route from the matrix rather than by habit: a clean assignment through an authorised intermediary, anything touching the articles to a notary. The deed is prepared to be filed the same day, and accompanying entries travel in one filing, with the doubled chamber fee flagged in advance.

What stays on you afterwards

Recurring duties do not transfer to an adviser: your director registers his own domicilio digitale, the annual VAT return is filed even with no taxable transactions, and accounts go in within 30 days of approval. The commonest failure we see is a buyer who treats the 30-day filings as somebody else's paperwork.

Italian terms you will see in the documents

Terms of the transaction

• cessione di quote: transfer of quotas, the transaction itself.
• quota: a participation, never a share.
• atto di trasferimento: the transfer deed.
• sottoscrizione autenticata: an authenticated signature.
• intermediario abilitato: the intermediary who files instead of a notary.
• firma digitale: the qualified digital signature that route needs.

Terms of the register and the file

• visura ordinaria / visura storica: current and historical chamber extract.
• pratiche in istruttoria: filed, not yet processed.
• statuto: the articles; amendments mean a notary.
• sede legale / comune: registered office and its municipality.
• socio unico: sole member, with its own declaration.
• diritti di segreteria, imposta di bollo, imposta di registro, M.U.I.: chamber fee, stamp duty, registration tax, and the module that pays them.
• diritto annuale: annual chamber fee, due at zero turnover.
• domicilio digitale: the director's own certified address.
• società di comodo: non-operating company, exposed to the surcharge.

Frequently asked questions