Setting Up a Srl in Italy: The Step-by-Step Guide

In this guide we look at how a Srl (Italian limited liability company) is set up: the role of the notary and the accountant, the types of Srl to choose from, and the main steps to get the company up and running.

The Notary’s Role in Setting Up a Srl

To set up a Srl, whether ordinary, simplified or with reduced capital, the involvement of a notary is always required: the notary drafts the deed of incorporation and verifies its regularity and compliance with current legislation. This check has replaced the court approval that was previously required to grant the new company legal personality.

The Accountant’s Role: Initial Formalities and Filings

The notary does not handle every formality needed to start the business: this is where the accountant comes in, taking care of the matters that fall outside the notary’s remit, including:

• filings with the Italian Revenue Agency to classify the business activity;
• payment of the chamber of commerce fees for stamping the company’s statutory books;
• setting up the accounting records and the mandatory company books;
• filings with INAIL and INPS (the Italian social security bodies) and activating the company through the Comunicazione Unica (single business notification).

Which Type of Srl to Choose

Depending on the capital available and your governance needs, you can choose between an ordinary Srl, a simplified Srl, and a Srl with reduced capital: each form involves different set-up costs and a different degree of freedom in drafting the articles of association.

Timeline and Steps to Set Up a Srl

Once the company form has been decided, the typical steps are: drafting the deed of incorporation with the notary, registering with the Companies Register, opening a VAT number, and registering with INPS and INAIL for social security purposes. With a partner notary and an accountant handling the tax filings in parallel, the whole process can usually be completed within a few working days.

Our firm can put you in touch with a trusted notary and takes care directly of all the formalities that fall to the accountant, as well as the company’s ongoing bookkeeping afterwards.

Notary and Accountant: How the Two Roles Fit Together When Setting Up a Srl

A frequent source of confusion for founders is who does what. The division is clear once you see it in sequence. The notary comes first: the deed of incorporation cannot exist without a notarial act, and it is the notary who checks that the articles of association comply with the law and who files the deed with the Companies Register. Everything that happens after that moment, from the classification of the business activity with the Revenue Agency to the stamping of the statutory books and the registrations with INPS and INAIL, falls outside the notary’s remit and is handled by the accountant.

In practice the two professionals work in parallel rather than one after the other. While the notary prepares the deed, the accountant can already collect the information needed for the tax filings, choose the correct activity code and set up the accounting records, so that the company is operational within a few working days of incorporation. When setting up a Srl, having both roles coordinated from the start is what turns a list of formalities into a smooth process; when setting up a Srl with foreign shareholders, that coordination is even more valuable because documents and signatures often need to be arranged remotely.

Frequently asked questions about setting up a Srl in Italy

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