An investor wishing to start a business must consider the following factors:

• The capital that is intended to be invested;
• The risk to be borne or whether to limit its liability to subscribed capital;
• The type of organization you intend to implement;
• The activity to be carried out: whether production and/or sales, service provision or promotion and representation.

When a foreign company plans to operate in Italy in a merely auxiliary or preparatory role to sales, it can do so with a representative office. This is an office of a foreign company that is located in the territory and can carry out sales support tasks, gather information or do scientific and market research. Such an office can not, therefore, conduct direct sales activities in the country.

In contrast to the other forms of establishment, namely incorporation of a company or the opening of a permanent establishment, t h e representative office is characterized by the following factors:

• A mere local presence of the foreign company in Italy to promote and conduct noncommercial operations on the company’s products and services;
• It does not require a permanent representative presence. This means that the representative office has no function to represent the foreign company in dealings with third parties (customers or suppliers).

Establishing a Representative Office allows investors to promote themselves in Italy with low costs and no income taxation.

To open a representative office the foreign company will simply have to make a report to the R.E.A. competent according to where you want to open the office.

The legal representative of the foreign company with an Italian Tax Code (or a specially designated special attorney with an Italian Tax Code) will be able to make the report by sending the Comunicazione Unica. This reporting will be followed by the assignment by the Internal Revenue Service of a Tax Code to the representative office.

The establishment of a representative office does not require any minimum capital or notarial deed.

A branch office, or Branch, is a fixed place of business consisting of assets and/or persons, through which a company resident in a foreign state carries out its productive and/or commercial activities in Italy. It is, therefore, an operational and administrative “branch” in Italy of the foreign company that does not, however, constitute an autonomous entity. It follows that the results of its activity (income or loss) always flow into the financial statements of the foreign company.

To open a branch or secondary office, the legal representative of the foreign company will have to proceed through filing, with an Italian notary, the deed of incorporation of the foreign company at the same time as the deed by which the foreign company establishes the secondary office, duly translated into Italian.

The legal representative, supported by a local notary public of reference, should proceed to carry out the following paperwork, within 30 days of the filing of the deed establishing the branch office at the notary’s office and in any case no later than 45 days after the deed is drawn up:

• Register the branch office in the relevant Commercial Register;
• Submit the SCIA (Certified Start of Business Report) to the REA;
• Apply to the Internal Revenue Service for a Tax Identification Number and VAT number.

An autonomous legal entity, incorporated in accordance with the forms prescribed by the Italian jurisdiction and distinct from the foreign parent company. The results of its activities (income or loss) will, therefore, remain autonomous and will not affect the results of the parent company.

(in addition to fees)