Nominee Director in Italy

We provide following services:

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• Nominee Director (Italian Resident and Italian Citizen), the fee is cheaper than engaging an employee

• Registered agent and registered office

• companies house

• nominee services

• nominee shareholder (for Non-resident)

 

In some cases the foreign investor, whether an individual or legal person, can’t form a company in Italy or the shareholder/s can’t be appointed as director, CEO, legal representative or general manager of a company incorporated in Italy for the following reasons:

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- lack of reciprocity between Italy and the foreign country of which the foreign investor is a citizen or where the foreign investing company is based;

- lack of a suitable degree of study by the foreign investor, as required by Italian law, in order to get the license that is required to carry out the business of the company in Italy;

- lack of enrollment in a special professional bar in Italy to be able to perform certain profession in the form of companies;

- difficulties for a foreign company manager to obtain a residence permit in Italy for the purpose of serving as a director of a subsidiary company in Italy;

- refusal of the Company Register to release the authorization to the newco to start the activity, because the appointed director is an extra EU citizen not resident in Italy or in EU.

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For the same reasons, also an invidividual who is not sharholder of the newco in Italy can't be appointed as director if he is an extra EU citizen, not resident in Italy or in EU.

 

Therefore, in such cases, the foreign investor may appoint as director of his company established in Italy an Italian Nominee Director, who is a professional expert in company law and corporate governance.

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The director of a company in Italy must be resident in Italy or in EU.

 

The Nominee Director in Italy:

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• is an individual resident in Italy

• opens bank account for company

• is less expensive than an employee

• is a professional not an employee of the company

• acts as a non executive director

• has the mandate to act in the board of directors of the company

• carries out the will of shareholders

• acts on behalf and in the name of the represented company

• is the legal representative of the company

• if the articles of association of the company requires that the nominee director needs to have a share qualification, he has to get it into a term 

• has the task to accelerate the registration of the company on behalf of a foreign investor

• prepares the annual documents to be deposited by the company at the chamber of commerce (at which there is the register of companies), INPS (employees pension fund), INAIL (employees accident fund), agenzia delle entrate (tax authority) and relevant registers

• has the same tasks as the regular director

• provides to the competent authorities all required information about the company

• keeps books of accounts, registers and other documents

• drafts yearly statements of accounts

• summons the general meetings of the shareholders

• takes part at the annual audit

• does application and gets release of licenses for company activity

• signs balance sheet, main administrative fulfillments and company agreements

• registers the necessary documents at the relevant authorities

• arranges and controls on behalf of the company the commercial transactions

• arranges and controls the activities of the company in case of liquidation process or merger and de-merger procedure

 

The non-EU citizens resident in Italy willing to start in Italy an activity such as:

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• director of a company already active in italy (SRL, SRLS, SPA, SAS, SNC)

• legal representatives of foreign companies (Representative Office or Branch)

• holders of a sole proprietorship (impresa individuale)

• members of partnerships

 

must possess a residence permit issued for one of the following reasons:

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• self-employment

• employment

• waiting for employment

• family reasons

• humanitarian grounds

 

otherwise, the director or legal representative of the Italian company:

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• have to be an Italian citizen or

• if he is a foreign individual not resident in Italy, he has to possess the residence permit.

 

The citizens of:

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• EFTA countries (Iceland, Norway, Liechtenstein, Switzerland, San Marino)

• EEA countries (EU Member States, Iceland, Liechtenstein, Norway)

• Vatican.

 

are not required to possess visas and residence permits. 

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