Campione d’Italia


In the first century BC the Romans founded the garrison town of Campilonum to protect their territories from Helvetii invasions.In 777 Toto of Campione, a local Lombard lord, left his inheritance to the archbishopric of Milan. Ownership was transferred to the abbey of Sant’Ambrogio. Its status came about when Ticino chose to become part of the Swiss Confederation in 1798, and Campione's people chose to remain part of Lombardy which became a part of Italy in 1859. The d'Italia was added to the name of Campione in the 1930s by Prime Minister Benito Mussolini.

Service packages

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Service item Express Standard Optimum
Company registration
Legal address per year
Secretarial services for the first year
Fees and duties for the first year
Apostilled bound set of incorporation documents
Compliance fee
Nominee service per year
Bank Account Pre-approval
Price

16 130 USD

16 130 USD

16 630 USD

I want to order «»

Contact method: and / or

Core Services

13 300 EUR

— Incorporation

including incorporation tax, state registry fee, including Compliance fee

1 700 EUR

— Preparation of the set of corporate documents

1 700 EUR

— Company Books – Filing Procedure

included

— Annual government fees

Stamp Duty and Registrar of Companies incorporation fee

800 EUR

— Apostilled set of documents

Basic set of documents

  • Notary Declaration / Dichiarazione

    Compiled by a Notary at the first stage of company incorporation procedure. It includes: company name, structure, share capital, type of entity, activity, etc.
  • Certificate of Incorporation of S.R.L. / Visura

    It is issued by the Register of Enterprises of the Chamber of Commerce and Industry of Italy and includes: company name, tax number, VAT, address, activity, share capital, date of incorporation, type of entity, etc.

Optional services

Nominee Director

Paid-up “nominee director” set includes the following documents

Nominee Shareholder

Paid-up “nominee shareholder” set includes the following documents

Related services

Tax Certificate

Company’s tax residence certificate for access to double tax treaties network

Certificate of Good Standing

Document issued by a state agency in some countries (Registrar of companies) to confirm a current status of a body corporate. A company with such certificate is proved to be active and operating.

Compliance fee

Compliance fee is payable in the cases of: renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)

250 USD

Basic

simple company structure with only 1 physical person

50 USD

For legal entity in structure under GSL administration

additional compliance fee for legal entity in structure under GSL administration (per 1 entity)

100 USD

For legal entity in structure not under GSL administration

additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)

350 USD

For client with high risk Status

Cost of incorporation, including first year servicing 16130
Cost of annual service, starting from the second year 2060
Open account in 26780
Incorporation timescale for a turnkey company 1 week
Country 30137

General information shortly

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Total area Population Capital Unemployment Corruption perceptions index rank
1.6 sq. km 2126 (2012) - No data No data
Location an Italian exclave within the Swiss canton of Ticino
National currency Swiss franc
Conditional reduction of currency CHF
Against USD 1.13
Climate, average max and min t° warm and temperate. There is significant rainfall throughout the year, even the driest month still has a lot of rainfall. The warmest month of the year is July with an average temperature of 20.7 °C. In January, the average temperature is 2.4 °C.
Time difference from Moscow - 2 hours
Dialing code +41 91
State language Italian
Ethnic groups Italian
Literacy rate No data
Government type Italian municipality
Executive branch Administration of municipality
Legislative branch bicameral Parliament of Italy
Judicial branch Italian court system
GDP per capita rank No data

Corporate info

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Shelf companies permitted Legal system Incorporation timescale for a turnkey company Cyrillic alphabet permitted in company name Local registered office
No civil law 1 week No No
Types of entity Joint Stock Company (Societa per Azioni, or SpA); Limited Liability Company (Societa a responsabilta limitata, or SrL); Limited Partnership (Societa in Accomandita Semplice, or SAS); and branch of a foreign corporation
Incorporation timescale for a new company 3-4 days
Company suffix SrL
Sensitive words Bank, Insurance, Financial
Local registered agent No
Information to be kept at the registered office company books
Seal required, type of seal not required
Redomiciliation (to, from) permitted permitted

Director and secretary

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Minimum number of directors Residency requirements for directors Corporate directors permitted Disclosure to local agent Disclosure to public
1 No Yes Yes Yes
Directors’ meetings/frequency/location Yes / no requirements
Company secretary required No
Residency requirements for a secretary No
Qualified secretary required No
Corporate secretary permitted No

Shareholder and beneficiary

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Minimum number of shareholders Residency requirements for shareholders Corporate shareholder permitted Disclosure to local agent Disclosure to public
1 No Yes Yes Yes
Meetings/frequency/location Yes / annually / registered office
Beneficiary info disclosure to Yes

Shares and share capital

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Minimum authorized share capital Minimum issued share capital Minimum paid share capital Authorized capital payment deadlines Bearer shares permitted
1 1 1 Upon directors' request No
Issued capital payment deadlines No requirements
Standard currency EUR
Standard authorized share capital 10000
Standard par value of shares 1
Shares with no par value permitted No

Taxes

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Min. rate for corporate tax Capital gains tax VAT Withholding tax Exchange control
27.5% 24% 8% dividends, interest -20%; royalty - 22.5% No
Personal tax Residents can pay IRPEF at a fix exchange rate fixed each three years by Italian government (Decreto Ministeriale). Now the exchange rate is 1 Frsv. = 0,40482 Euro. So if real exchange rate rises, so residents have benefits because they pay less than the actual value.
Corporate tax (in detail) 27.5% + IRAP (regional tax on productive activities, generally - 3.9%)
Capital gains tax. Details Included in corporate tax base
VAT. Details Campione d’Italia is the only part of Italian territory where Italian VAT is not applied. Swiss VAT a rate of 8% is levied.
Other taxes IMU (Municipal Estate Tax), Register Tax
Government fee 200-2000 EUR, depending from annual revenues
Stamp duty 1.5%

Accounts

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Requirement to file accounts Publicly accessible accounts Audit required Requirement to file Annual Return Publicly accessible Annual Return
Yes Yes No No No
Requirement to prepare accounts Yes
Double tax treaties network 105
Tax Exchange Information Agreement network 12
OECD member Yes
Offshore/onshore status according to the RF laws No

GENERAL INFORMATION

General Info

Campione d'Italia is an Italian commune (municipality) of the Province of Como in the Lombardy region, and an Italian exclave within the Swiss canton of Ticino, separated from the rest of Italy by Lake Lugano and mountains.
Total area of the commune is 1.6 sq. km. The population is 2126 people (2012).
The official language is Italian.
The currency is Swiss franc (CHF). 1 USD is equal to 1.13 CHF. Euro is also accepted.
Climate of Campione d'Italia is warm and temperate. There is significant rainfall throughout the year, even the driest month still has a lot of rainfall. The warmest month of the year is July with an average temperature of 20.7 °C. In January, the average temperature is 2.4 °C.
Time difference with Moscow is - 2 hours.
Calling code is +41 91.

History

In the first century BC the Romans founded the garrison town of Campilonum to protect their territories from Helvetii invasions.In 777 Toto of Campione, a local Lombard lord, left his inheritance to the archbishopric of Milan. Ownership was transferred to the abbey of Sant’Ambrogio.
Its status came about when Ticino chose to become part of the Swiss Confederation in 1798, and Campione's people chose to remain part of Lombardy which became a part of Italy in 1859. The d'Italia was added to the name of Campione in the 1930s by Prime Minister Benito Mussolini.

Administration

Campione-d'Italia is an Italian municipality with a particular status. However, Campione has a considerable amount of economic and administrative integration with Switzerland. Italian citizens residing in Campione must abide by Swiss law regarding customs duties. Legal tender in the town is the Swiss franc, but the euro is widely accepted. Car plates are not Italian, but Swiss; similarly, the telephone system is almost entirely operated by Swisscom, meaning that calls from Italy and all other countries outside Switzerland (with very few exceptions such as calling the city hall) require the international dialing code for Switzerland (+41) and the Ticino area code (91). Mail may be sent using either a Swiss postal code or an Italian one using Switzerland or Italy as destination country respectively. The police is Italian, but medicial service is provided by Swiss medicial insuarance company. Pursuant to bilateral agreements, Italians residing in Campione also benefit from many services and facilities located in Swiss territory, such as hospital care, that would otherwise be available only to Swiss residents. Security is provided by the Carabinieri (Italian military police) and the city also has a Polizia Locale group. However, firemen and ambulances are Swiss.

Economy

Campione takes advantage of its status by operating a casino, the Casinò di Campione, as gambling laws are less strict than in either Italy or Switzerland (also a legacy of the pre-World War II era). 15-20% of the population is employed in the casino.
Like the Italian town of Livigno, it is exempt from the EU VAT.

Advantages of Campione d'Italia

Generally, the main advantages of being resident in Campione d’Italia are:
  • Political, social and economic stability
  • First-class Swiss infrastructure
  • Swiss Franc is the official currency
  • Banking through Swiss banks with Swiss 
banking secrecy
  • Attractive lifestyle in a quiet, clean 
environment
  • Efficient and reliable public services
  • Swiss postal services, telephone numbers and car registration plates
  • Effectively resident in Switzerland – with E.U. residence permit
  • No Italian value added tax (VAT)
  • Special income tax concessions, no inheritance or gift tax
  • A duty free territory for Italy.

Benefits for Natural Persons

The most important benefits for foreign resident persons are:
  1. Residents can pay IRPEF at a fix exchange rate fixed each three years by Italian government (Decreto Ministeriale). Now the exchange rate is 1 Frsv. = 0,40482 Euro. So if real exchange rate rises, so residents have benefits because they pay less than the actual value. (Decreto del Presidente della Repubblica n. 917 del 22 dicembre 1986).
  2. Ability to become a citizen of the EU, this status allows you to move freely in over 25 countries.
  3. Residence in the State with the highest level of infrastructure development and the lowest crime.
  4. Ability to use high quality service about health insurance and property, education and finance.
  5. Facility to open accounts in Swiss banks, which allow you to have banking secrecy guaranteed by Helvetic law.
  6. Political stability, economic and social development.
  7. Possibility of obtaining permanent residency in Italy (residence permit) after 5 years of 
residence.
  8. Possibility of obtaining Italian citizenship after 10 years of residence.
  9. No Italian value added tax (VAT).
  10. Possibility of registering motor vehicles and motorcycles with Swiss license plate, so is 
possible to pay the stamp duty and the insurance at very convenient rates.

Benefits for Legal Persons

Campione d’Italia is the only part of Italian territory where Italian VAT is not applied, so many companies have established their headquarters here.
Even if Campione is not part of the Swiss Customs, it is subject to Helvetic custom model, so imposition of VAT (8%) and Helvetic duties. But so this does not make a champion of Italy duty free area, in fact this status is still the subject of negotiations between Italy and Swiss. The most important benefits for legal persons are:
  1. Helvetic customs model, so Italian VAT is approximately 8% and duties are lower than Italian normal duties.
  2. Facility to open accounts in Swiss banks, which allow you to have banking secrecy guaranteed by Helvetic law.

For instance, if Italian company sales its products to another company registered in Campione d’Italia, Italian VAT is not applied. It is very interesting to observe that all these benefits lead to a tax savings of approximately 36% compared to the rest of Italy, so compared to the same activity set in another part of Italian territory.
Moreover, in these days, Italian government is going to actuate a specific law about the small and medium businesses (identified in Raccomandazione 2003/361/CE della Commissione, del 6 maggio 2003), that “will begin new economic activity from June 2012 and plant headquarters and main activity in Campione d’Italia. These companies could receive tax benefits such as exemption from income tax, from the regional tax on productive activities and from the property tax related to property held in Campione d’Italia and used for the economic operations during the first five tax years from 2013”.

CORPORATE INFORMATION

Legal System

Legal system of Campione as in whole Italy is based on civil law.
Basic provisions on companies are established by Italian Civil Code (Fifth Book – V title).

Types of Entity

According to Italian legislation, one may register two groups of Companies in Campione d’Italia:
  • Corporations (Capital Companies):
    Società a Responsabilità Limitata, S.R.L. – Limited Liability Company;
    Società per Azioni, S.p.A. – Joint Stock company;
    Società in Accomandita Per Azioni, S.A.P.A. – Limited Partnership Constituted by the Issue of Shares;
    Società a Responsabilità Limitata Semplificata, S.R.L.S. – Simplified Limited Company.
    Partnerships:
    Società in Accomandita Semplice, S.A.S. – Limited Partnership;
    Società in Nome Collectivo, S.N.C. – Unlimited partnership;
    Società Semplice, S.S. – if the activity is not classified as a business.

S.R.L.

S.R.L. is the most popular type of company in Italy because it fits to small and medium enterprises.
The distinguishing features of S.R.L. in Campione d’Italia:
  • Shareholders bear responsibility within the limit of subscribed share capital;
  • there is no minimum number of Shareholders; one-man company is allowed;
  • Shareholders are reported in the Registrar of the Chamber of Commerce; book of shareholder is not obligatory;
  • minimum Capital Requirements: 1 EUR;
  • Meeting of Shareholders is the Head of the Company;
  • Company is managed by a Sole Director (Amministratore Unico) or a Board of Directors (Consiglio di amministrazione);
  • Collegio Sindacale (Board of Auditors) is obligatory only for those companies with share capital not less than 120,000 EUR and other cases established by law;
  • it is possible to appoint a General Auditor which is mandatory under certain circumstances;
  • foreigners may subscribe share capital as well as be appointed as Company Directors.

REGISTRATION

Registration of SRL in Campione d’Italia

There are several stages of registration of S.R.L. in Campione d’Italia:
  • Opening of bank account and payment of the initial amount of share capital;
  • Signing of the Memorandum of Association with the attendance of a Notary;
  • the filing procedure “Comunicazione Unica” to register the company at:
  • Tax Agency;
    Registrar of Companies at Chamber of Commerce;
    Social Security Authorities.

Memorandum of Association

S.R.L. is incorporated through a public act with the attendance of a Notary.
Memorandum of Association should reflect:
  • name and main information about shareholders and promoters;
  • name of the company and place (Municipality) where legal address and eventual branches are established;
  • company’s activity;
  • the amount of share capital subscribed and paid;
  • in regard of shares: number, nominal value, characteristics, procedures for issue and sale;
  • eventual value of contributions in-kind;
  • rules for profit distribution;
  • eventual benefits for founders and promoters;
  • type of governance, number of directors, their powers and directors entitled to represent the company;
  • number of members of “Collegio Sindacale” (Board of Internal Auditors);
  • appointment of Directors and Members of Board of Auditors or Supervisory Committee;
  • Approximate amount of expenses incurred by the Company for its incorporation;
  • Company duration.

With the Memorandum of Association, Founders approve the Articles of Association (Statuto).

Registration with the Chamber of Commerce and Tax Agency

The Memorandum of Association is registered at the Chamber of Commerce and Tax Agency. Registration of Company normally takes from one week up to ten days. Company then receives a VAT number that corresponds to its Tax Code as well.
Before Incorporation, 25% of share capital should be deposited at a bank in a special account. This money is available after registration at Chamber of Commerce is achieved.
Russian Citizen and Companies Incorporation
Russian Citizen may subscribe and buy shares. For the purpose they should get a Tax Code (Codice Fiscale) issued by a Tax Agency in Italy. Tax Code is issued only if Russian Citizens have a proper Visa (not for tourism).
Attendance at public act of Russian founder is not requested. It is recommended to issue a Proxy to an Italian Citizen in order to avoid translation of acts in Russian and attendance of interpreters with related costs.
A Russian Citizen can be appointed as member of Board of Directors as well as sole director. This latter option is possible but not recommended unless Russian Citizen aims to travel to Italy often.
Directorship provides foreign citizens with the Right to get a Permit of Stay.

Company Name

Certain rules are applied for company name in Italy:
  • it is not allowed to use such words as “Bank”, “Finance”, “Insurance” or related words;
  • the use of the Cyrillic alphabet is prohibited;
  • it is allowed to use such words as “Corporation”, “Incorporated”, “Ltd”, “Corp”, “Inc”

Company suffix may be as follows: Srl.

Local Registered Office

In Italy there are following variants of leasing of an office for S.R.L:
  • Leased offices;
  • Serviced offices;
  • “Virtual Offices”.

To register S.R.L. it is enough to have a virtual office in Italy.

Leased Offices

Leasing is a traditional method of acquiring office space in Italy.

Serviced Offices

Apart from the standard lease this service may include: inclusive servicing:
  • furnishings;
  • maintenance;
  • staffed reception;
  • office equipment.

The volume of services depends on the needs of a client.

Virtual Offices

«Virtual office» is a term used to describe shared office services in Italy, which typically includes:
  • business address;
  • telecommunication services;
  • meeting facilities;
  • IT-support.

To establish a virtual office, all participants must have an internet-ready computer or laptop, which meets software needs and has access to the necessary professional/industry requirements.

Seal

There are no requirements for the Italian companies to have a seal.

COMPANY STRUCTURE

Directors

The minimum number of Directors in SRL is one. Corporate directors are permissible.
There are no residency requirements, but it is recommended to appoint at least one Member of the Board of Directors with residence in Italy.
There are no rules for frequency of meetings of the Board of Directors. However, the accounts should be yearly approved by the Board. For the validity of the resolutions of the Board of Directors, during the meetings is required the majority of the Directors, unless Articles of Association (Statuto) requires a qualified majority.
Powers of directors:
The Directors have the ordinary and extraordinary powers for company management.
First of all, Directors are responsible for company management.

Secretary

Company secretary is not required; thereby there are no special requirements for secretary's residency, and qualification.

Shareholders

The minimum number of Shareholders in Italian companies is one, which can be either a person or a company.
Corporate shareholders are permissible. It is an advantage that there are no residency requirements for shareholders.
The records of Shareholders are publicly accessible.
There are two different kinds of meetings of Shareholders in Italy:
  • Ordinary Meetings;
  • Extraordinary Meetings.

Ordinary Meetings should take place at least once a year, for accounts approval, not later than 120 days after the closing of business year.
Decisions are taken with the majority of the votes of the attendants. Another condition for validity of decision is the attendance of shareholders representing at least 50 % of share capital.
Meetings take place at legal address unless M.o.A. allows to call the Meeting in another place or to establish other procedures (mailing, videoconference, etc.).
Ordinary Meetings are called by Directors. Secretary of the Meeting is appointed by Meeting.
The following matters can be discussed at the Ordinary Meeting:
  • approval of accounts of Company;
  • appointment/removal of Director or Board of Directors;
  • appointment of Members of Board of Auditors;
  • Directors fees and auditors fees;
  • decisions on the responsibility of Directors and Auditors;
  • distribution of dividends;
  • change of address (in the same municipality);
  • any matter reserved to Shareholders decision by Memorandum of Association (Statuto);
  • any matter upon request of Directors or Shareholders.

Extraordinary Meetings take place with the attendance of Notary and are obligatory whenever the agenda involves changes of the Memorandum of Association.
Extraordinary Meetings are called by Directors.
Extraordinary meeting is obligatory by law for following decisions:
  • any change of Memorandum of Association (Statuto);
  • extraordinary operations (Merger, splitting);
  • change of company object;
  • change of address (to another Municipality);
  • change of company name;
  • change of Share Capital;
  • liquidation.

The list of shareholders of each S.r.l. is registered in the register of the Chamber of Commerce and is public. However, shares may be held through a Fiduciary Company. In this case Fiduciary company will appear as shareholder in the extract (Visura) of Chamber of Commerce. Fiduciary agreement is neutral for tax purposes and may be disclosed to State authorities in case of investigations.

Beneficiary

Despite the fact that many jurisdictions are discussing an issue of introducing an open register of beneficiaries, there is no such a register yet, including Ireland. This means that beneficiaries’ details do not appear on a public profile. Generally, service providers including firm specializing in company formation, trust managers, lawyers, and accountants, keep beneficiaries’ information in strict confidentiality. It can only be disclosed to regulatory authorities (e.g. during examinations for its existence) or in compliance with a court order. Besides, the records of beneficiary are disclosed to the auditors and banks.

Shares and Share Capital

The standard currency of Shares and Share Capital is Euro (EUR).
The minimum authorized share capital is 1 EUR, the minimum issued share capital is 1 EUR for S.r.l.s., while the limit for the formation of “standard” S.r.l. remains € 10.000. Nevertheless, the amount of share capital could decrease under the aforementioned limit, without any consequences in the end, the only difference between “ordinary” S.r.l. and S.r.l.s is the fact that S.r.l., even with share capital < € 10.000, has to set aside in reserve the 5% of € 10.000.
Shares of no par value and bearer shares are not allowed.

TAXATION

Overview

Campione has a lot of tax benefits. Italian value added tax (VAT) is not levied here. There is no 
inheritance or gift tax.

Personal Income Tax

Residents can pay IRPEF at a fix exchange rate fixed each three years by Italian government (Decreto Ministeriale). Now the exchange rate is 1 Frsv. = 0,40482 Euro. So if real exchange rate rises, so residents have benefits because they pay less than the actual value. (Decreto del Presidente della Repubblica n. 917 del 22 dicembre 1986).

Corporate tax

IRES
Taxpayers of Corporate Tax (IRES, Imposta sul reddito delle Società) are legal entities.
Legal entity is resident for tax purposes if its legal seat, place or effective management or main business activity is in Italy for the greater part of the fiscal period (at least 183 days).
The following types of companies are considered Italian tax residents as well:
  • a foreign company controlled by an Italian tax resident that holds a controlling participation in an Italian company;
  • a foreign company managed by Italian residents representing the majority of its board of directors is considered Italian tax resident, unless demonstrated otherwise.

The provisions related to IRES are included in the Decree of the President of Republic, 22 December 1986, n. 917, called TUIR.
The rate of corporate tax in Italy is 24 %.
The income which is subject to tax:
  • resident companies are taxed on worldwide income;
  • non-resident companies are taxed on Italian-source income.

Tax period is one financial year.

Capital gains tax

Capital Gains generally are treated as ordinary income and taxed at the 27.5 % corporate income tax rate. Only 5 % of Capital Gains generated by sale of shares held in other companies is subject to taxation, upon the following conditions:
  • shares should be owned for not less than 12 months;
  • shares should be classified as a financial fixed asset in the first financial statement closed after the shares were acquired;
  • shares do not refer to companies established in tax heavens;
  • company carries out a business activity.

Withholding tax

Domestic companies making certain types of payments (e.g. interest, royalties, professional fees, etc.) are required to withhold taxes at varying rates.
Italian legislation has implemented EU Council Directive on taxation of interest and royalty payments 2003/49/EC of June 3, 2003, which means that all payments of interest and royalties between EU companies are exempt from withholding tax.
Dividends
Dividends paid to a non-resident company are generally subject to a 20 % withholding tax unless the rate is reduced under a tax treaty or the dividends qualify for exemption under the EU parent-subsidiary Directive. To qualify for the exemption under the directive, the parent company must hold directly at least 10 % of the subsidiary for at least one year.
Interest
Unless reduced by a tax treaty, Italian-source interest paid to a non-resident is generally subject to a 20 % withholding tax. Interest derived from a direct/indirect investment in government bonds and similar securities are subject to withholding tax at a rate of 12.5 %. Under Italy’s implementation of the EU interest and royalties directive, qualifying interest payments are exempt from withholding tax.
Royalties
Royalties paid to a nonresident company are subject to a 30 %, withholding tax on 75 % of the gross royalty, resulting in a final tax of 22.5 %.
The rate may be reduced under a tax treaty of the EU interest and royalties directive.
Licensing fees and some service fees are exempt from withholding tax.

VAT

Campione d’Italia is the only part of Italian territory where Italian VAT is not applied. Instead of it a Swiss VAT is applied at a standard rate of 8%. Certain goods and services are subject to a reduced rate of 2.5% (e.g. water supply, food) and others (e.g. most banking services) are exempt. A special 3.8% rate applies to the hotel and lodging industry.

Stamp duty

Stamp duty is levied on legal and banking transactions, at varying rates up to 1.5 %.
Tax on Company Books is charged every year for 309 – 516 USD (approx. 240 - 400 EUR).

Other taxes and duties

Register Tax
Register Tax is charged for registration of several acts.
Registration may be:
  • obligatory (in case it is established by law);
  • voluntary.

Typical contracts subject to Register Tax:
  • sale of real estate (whenever they are not subject to VAT);
  • sale of business units;
  • rent contracts;
  • sale of shares;
  • transfer of vehicles.

Register Tax may be:
  • proportional in % of value of transaction (from 1 to 12 %);
  • fixed.

Double Tax Agreements

Swiss double tax agreements are not applicable in Campione d’Italia, as it is an Italian territory. As for Italian agreements, although officially they should be applied, in practice they are not used.

Tax Benefits

In these days, Italian government is going to actuate a specific law about the small and medium businesses (identified in Raccomandazione 2003/361/CE della Commissione, del 6 maggio 2003), that “will begin new economic activity from June 2012 and plant headquarters and main activity in Campione d’Italia. These companies could receive tax benefits such as exemption from income tax, from the regional tax on productive activities and from the property tax related to property held in Campione d’Italia and used for the economic operations during the first five tax years from 2013”.

Foreign exchange control

There is no exchange control in Campione d’Italia.

ACCOUNTS

Accounts

It is required to prepare and file accounts for SRL in Italy. They are publicly accessible.
The principle requirements for accounting in Italian Companies:
  • there is no obligation to employ an accountant;
  • accounting year normally corresponds to calendar year;
  • accounts should show only profit generated within accounting year;
  • accountancy must be kept in accordance to rules established by Civil Code and Accounting Policies;
  • Accounts of S.R.L. must be filed yearly after approval of Meetings of shareholders. Accounts include Balance sheet, Loss and profit account and a Report called Nota integrativa;
  • Another report should be compiled by Collegio Sindacale, if appointed, with an opinion on the accounts.

The small companies are allowed to file abbreviated accounts, i.e. companies that do not exceed for two consecutive years, two of following three limits:
  • total assets: 400.000 EUR;
  • revenues: 8.800.000 EUR;
  • average number of employees: 50.

Company Accounts should be approved by the Meeting of Shareholders within 120 days after the end of the accounting period (calendar year). Normally the date of General Meeting of Shareholders is the 30th of April (or 29th of April in leap years).
The major term of 180 days is not freely determined in the Memorandum of Association. According to the Civil Code these term could be “used” only in case of: companies required to prepare the consolidated financial statements; companies with particular needs related to the activity and the organization/structure.
Italian Law set the following provision according to the terms of filing of accounts:
  • Filing with the Trade Register should be within 30 days from approval.

In case of late filing of Accounts with the Trade Register the penalties are charged to Companies and Directors by Chamber of Commerce. Penalty for late filing amounts at 206 EUR (depends on the region).

Books

Following company books are obligatory for SRL in Italy:
  • Books of decisions of shareholders;
  • Books of decisions of Directors (in case of more than one director);
  • Book of meetings of Collegio Sindacale.

Accounting books:
  • Libro Giornale (Day Book);
  • Book reporting all accounting operations;
  • VAT Registers;
  • Libro Inventari: book reporting accounts of the company and stock inventory.

Annual Return

It is not required to prepare and file annual return of S.R.L. in Italy.

Audit

Audit is required in each of the following cases:
  • Share capital equal or more than 120.000 EUR;
  • Companies obliged to draw up a consolidated accounts or controlling another company in which audit is required;
  • Whenever the company exceeds for 2 consecutive years the limits: total assets more than 4.400.000 EUR; revenues more than 8.000.000 EUR; average workers more than 50 units.

International law relations

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Party to the Hague Convention (Apostille) Legal system Double tax treaties network OECD member Offshore/onshore status according to the RF laws
Yes civil law 105 Yes No

Public authorities and legal acts

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List of laws and regulations
Act name Scope of law
Civil Code (Codice Civile) civil law
Personal Data Protection Code of July 30, 2003 (Codice in material di protezione dei dati personali) personal data
Act on Protection of Savings and Regulations of Financial Markets of December 28, 2005 (Disposizioni per la tutela del risparmio e la disciplina dei mercati finanziari) financial markets
Act on Regulation of Franchising of May 6, 2004 (Norme per la disciplina dell’affilazione commerciale) franchising
Consumer Right Act of July 30, 1998 (Disciplina dei diritti dei consumatori e degli utenti) consumer rights
Tax treaties entered Albania, Algeria, Argentina, Armenia, Australia, Austria, Azerbaijan, Bangladesh, Barbados, Belarus, Belgium, Bosnia and Herzegovina, Brazil, Bulgaria, Canada, China, Croatia, Cuba, Cyprus, Czech Republic, Côte d'Ivoire, Denmark, Ecuador, Egypt, Estonia, Ethiopia, Finland, Former Yugoslav Republic of Macedonia, France, Gabon, Georgia, Germany, Ghana, Greece, Hong Kong, Hungary, Iceland, India, Indonesia, Iran, Ireland, Israel, Japan, Jordan, Kazakhstan, Kenya, Korea (Republic of), Kuwait, Kyrgyzstan, Latvia, Lebanon, Libya, Lithuania, Luxembourg, Malaysia, Malta, Mauritius, Mexico, Moldova (Republic of), Mongolia, Montenegro, Morocco, Mozambique, Netherlands, New Zealand, Norway, Oman, Pakistan, Panama, Philippines, Poland, Portugal, Qatar, Romania, Russian Federation, San Marino, Saudi Arabia, Senegal, Serbia, Singapore, Slovakia, Slovenia, South Africa, Spain, Sri Lanka, Sweden, Switzerland, Syrian Arab Republic, Tajikistan, Tanzania, Thailand, Trinidad and Tobago, Tunisia, Turkey, Turkmenistan, Uganda, Ukraine, United Arab Emirates, United Kingdom, United States, Uzbekistan, Venezuela, Viet nam, Zambia
Tax Exchange Information Agreement (TEIA) Andorra, Bermuda, Cayman Islands, Cook Islands, Gibraltar, Guernsey, Holy See (Vatican City State), Isle of Man, Jersey, Liechtenstein, Monaco, Turkmenistan
List of state regulatory authorities
Campione d’Italia Commune http://www.comune.campione-d-italia.co.it
Campione d’Italia Casino https://www.casinocampione.it/russian/index.php

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