How to Incorporate a Company in Rome: From the Notary to the Business Register
From drafting the articles of association to being fully operational: the real sequence, actual costs, and mistakes to avoid when forming an SRL or SPA in Rome.
In a Nutshell
Forming an SRL (Italy's standard limited-liability company, roughly equivalent to a UK Ltd or US LLC), SPA (joint-stock company), or any other capital company in Rome requires a mandatory visit to a notary, who drafts the articles of association (atto costitutivo) and the company bylaws (statuto). Immediately afterwards, through a single digital filing called ComUnica, your company is registered with the Registro Imprese (Italy's official business register, held at the Chamber of Commerce) and automatically receives a tax number, VAT number, and INPS and INAIL registrations. From idea to full operation takes on average 3β5 weeks and between β¬2,500 and β¬4,500 in expenses.
At a Glance
| Cost | Standard SRL: β¬2,500β4,500 (notary fees + stamps + CCIAA fees) |
| Timeline | 3β5 weeks total; 7β15 days from signing to operational |
| Where in Rome | A notary registered with the Consiglio Notarile di Roma; CCIAA Roma for the Registro Imprese |
| Documents | Valid ID, Codice Fiscale (Italian tax ID) for all shareholders and directors, bylaws, bank attestation of capital deposit |
When a Notary Is Mandatory
For SRL, SRLs (simplified SRL), SPA, SAPA (limited partnership with shares), and cooperatives, a notarial public deed is required by law. There is no valid alternative. Partnerships (SNC, SAS) require only an authenticated private deed, though many founders opt for a full notarial act for stronger legal protection.
Before booking an appointment, get two or three quotes β notary fees are partly competitive and differences can be significant. Always verify that the professional is listed on the Consiglio Notarile di Roma. Don't choose on price alone: poorly drafted bylaws β vague clauses on profit distribution or withdrawal rights β can cost you far more later.
Documents to Prepare Before the Notary Appointment
Arrive at the notary's office with everything ready. If anything is missing, the deed cannot proceed and your timeline slips.
Every shareholder and future director must bring a valid identity document and an Italian Codice Fiscale. Non-EU shareholders not resident in Italy also need a reciprocity attestation from the MAECI (Italy's Ministry of Foreign Affairs); if a shareholder cannot attend in person, a notarised, legalised, and apostilled special power of attorney is required.
On the corporate side, you must have already decided: the company name (check availability first at registroimprese.it), the precise business purpose (oggetto sociale), the primary and secondary ATECO codes, the registered office address in Rome with a lease agreement or land-registry extract (visura catastale), the share capital (minimum β¬1 for an SRL, β¬50,000 for an SPA), and who will act as director.
Before the notary appointment you must also deposit the capital at a bank: at least 25% in cash if there are multiple shareholders, 100% if you are the sole shareholder. The bank issues an attestation that you hand to the notary. Some banks offer a dedicated "incorporation account" (conto in costituzione): it opens before the deed and becomes a regular account once the Registro Imprese registration is complete.
The Sequence: From Notary to Operational
Phase 1 β Planning (1β2 weeks before)
Choose the legal form, find a notary and an accountant (commercialista), draft the bylaws, check that your company name is available, and β if your activity requires it β determine whether you need authorisations from the SUAP (the one-stop shop for productive activities at the Comune) or a SCIA declaration before you can begin trading.
Phase 2 β The Notarial Deed (1 day)
The notary reads the articles of association and bylaws aloud in the presence of all shareholders (or their proxies), and everyone signs. The notary affixes the official seal and provides a certified copy of the deed and bylaws.
Phase 3 β Registration with the Registro Imprese (5β10 days)
Within 20 days of signing, the notary submits the filing to the Camera di Commercio di Roma (Rome's Chamber of Commerce) via the ComUnica system. This single submission triggers in parallel:
- Registration in the Registro Imprese with a REA number and visura camerale (official company extract)
- The company's tax code and Partita IVA (Italian VAT number β required to invoice as a self-employed worker) from the Agenzia delle Entrate (Italy's tax-revenue agency)
- INPS (Italy's social-security agency) registration for directors and working shareholders
- INAIL (Italy's workplace-injury insurance institute) registration if there are employees or shareholders doing manual work
Fees payable to the CCIAA include: β¬90 in secretarial fees, β¬200 registration tax, β¬65 in stamps for copies, β¬309.87 government concession tax for the statutory books, plus the CCIAA Roma annual fee (minimum approximately β¬200 for the first year).
Phase 4 β Post-Registration Steps (2β5 days)
Once you have the visura camerale, you must: authenticate the mandatory statutory books (shareholders' register, shareholders' meeting minutes, board-of-directors minutes), activate the PEC (certified email β legally valid in Italy; assigned via ComUnica but needs to be verified), configure the SDI recipient code for electronic invoicing (fatturazione elettronica), open the definitive bank account, and agree with your accountant on the IVA filing frequency (monthly or quarterly).
What It Actually Costs
| Item | Amount |
|---|---|
| Notary fee (standard SRL) | β¬1,500β3,000 |
| Stamps on the deed | β¬65 |
| CCIAA Roma secretarial fees | β¬90 |
| Registration tax | β¬200 |
| Government concession tax (statutory books) | β¬309.87 |
| CCIAA annual fee (first year) | approx. β¬200 |
| PEC (annual) | β¬5β30 |
| Bank account opening | β¬0β200 |
| Total incorporation | β¬2,500β4,500 |
On top of this, add the share capital: β¬1 is the legal minimum for an SRL, but below β¬10,000 shareholders must pay in 100% immediately. For an SPA the minimum is β¬50,000 (at least β¬12,500 must be deposited before the deed).
Not included: your accountant's fee for the first year (typically β¬1,500β3,500 covering advisory, annual accounts, and tax returns).
Mistakes to Avoid
- Choosing the notary on price alone. A low fee does not offset bylaws with weak clauses on shareholder withdrawal, profit distribution, or pre-emption rights. Compare at least 2β3 quotes and assess the notary's experience in corporate law.
- Not having your accountant review the bylaws. Tax choices β accounting method, director compensation structure, profit distribution β directly affect your tax burden for years to come and must be discussed before you sign.
- Forgetting INPS contributions for directors. From the first day of registration, mandatory minimum contributions are due β either to the INPS Gestione Separata or to the INPS commercial/trades fund. Letting these lapse means accumulating debt with interest and penalties.
Special Cases
Online incorporation: For SRLs using a standard model bylaws template, a fully digital procedure exists β signed remotely with a digital signature, no physical presence at the notary required. This is available for certain categories and runs through the Ministry of Enterprises (Ministero delle Imprese) platform.
Non-resident foreign shareholder: A notarised, legalised, and apostilled special power of attorney is required, with a sworn Italian translation. Verification of reciprocity with the shareholder's home country is handled by the MAECI.
Transferring a sole-trader business into the new SRL: This requires a sworn appraisal of the business being contributed (perizia di stima giurata) in addition to the notarial deed of contribution. Timelines are longer than a standard incorporation.
Registered office at a professional studio or business centre: Permitted. The registered address can be domiciled with an accountant or at a virtual office, as long as it is a real, active address in Rome.
Relocating from another city: An existing company moves its registered office to Rome via a shareholders' resolution plus notarial deed plus a dual registration (cancellation from the original Registro Imprese, registration with the Rome Registro Imprese).
Official Sources
- Consiglio Nazionale del Notariato
- Find a notary in Rome
- Camera di Commercio Roma
- Registro Imprese β ComUnica
- Agenzia delle Entrate β Companies and VAT numbers
- INPS β Company registration
- INAIL β Employer registration
Legal references: Codice Civile artt. 2328-2329 (SPA), art. 2463 (SRL), art. 2463-bis (SRLs); DPR 581/1995 (Registro Imprese); L. 340/2000 art. 31 (ComUnica); L. 89/1913 (Legge Notarile); D.Lgs. 175/2014; DL 76/2013.