Studio PonchioSTPFirm Guides · Corporate structure choices
Starting an SRL: real costs, timelines, and the decisions that matter.
Incorporating an SRL is quick; incorporating it well requires about ten decisions made in the right order. Here’s what to decide, what it really costs, and what happens in the first ninety days.
Decisions before the notary
Shareholders and equity stakes: who comes in, with what percentages, and with what exit rules (clauses are drafted when you’re friends, not when you’re arguing). Share capital: the legal minimum is symbolic, but capital consistent with the business gives credibility with banks and suppliers. Management: sole director or board, powers and remuneration. Corporate purpose: as broad as needed, not an endless list.
From the notary to the registro delle imprese: ten days
The notary who received the deed of incorporation files it with the registro delle imprese, the Italian companies register, within ten days, applying for registration of the company at the same time: art. 2330, comma 1, of the codice civile, which applies to the SRL through the reference in art. 2463, comma 3. The period was twenty days until 12 February 2019: it was halved by art. 3, comma 1-quinquies, d.l. 135/2018, inserted by the conversion law L. 12/2019. If neither the notary nor the directors act, any shareholder may file at the company’s expense. The company comes into existence on registration, not on signature: for transactions carried out before then, whoever acted is liable without limitation and jointly and severally (art. 2331 c.c.).
Realistic first-year costs
| Item | Order of magnitude |
|---|---|
| Notary fees and incorporation taxes | from about €1,500 upwards |
| Chamber of Commerce fees, stamp duties and book authentication | a few hundred € |
| PEC, digital signature, e-invoicing | modest, recurring amounts |
| Ordinary accounting and financial statements | depends on volumes and complexity: this is the line item to budget carefully |
The simplified Srl (SRL semplificata) removes notarial fees altogether but has articles of association drawn on the standard model, whose clauses cannot be derogated from, and share capital between €1 and less than €10,000, which must be contributed in cash and paid up in full on incorporation. It is fine to start small on your own; with more shareholders or specific needs, the ordinary one is better, with tailor-made articles of association.
The SRLS exemption does not come from art. 2463-bis c.c., which governs the company type alone: the source is art. 3, comma 3, d.l. 1/2012, converted by L. 27/2012, under which the deed of incorporation and the registration in the registro delle imprese are exempt from stamp duty and registry fees, and no notarial fees are due. The exemption covers the application to register the deed of incorporation and nothing else: if anything further is registered with the same filing, the fees become payable again. The company still bears the €200 registration tax, the annual government concession tax on the corporate books and the annual chamber of commerce fee.
The first ninety days
VAT number allocated at the same time as registration with the Companies Register (Registro Imprese), dedicated bank account, setup of e-invoicing, corporate books, and any INPS and INAIL positions if there are employees or working shareholders. This is the phase when mistakes cost the most: better to have a single coordinator.
The director’s domicilio digitale
Since 1 January 2025 the domicilio digitale, the certified e-mail address (PEC), has to be entered in the registro delle imprese not only for the company but also for the person who manages it: so provides art. 1, comma 860, L. 207/2024, which extended the obligation under art. 5, comma 1, d.l. 179/2012. Art. 13 d.l. 159/2025, converted by L. 198/2025, then narrowed the class of persons concerned: the obligation falls on the amministratore unico, the sole director, or on the amministratore delegato, the managing director, or, failing both, on the chairman of the board of directors. That PEC cannot be the same as the company’s.
Newly incorporated companies state the domicilio digitale in the application for registration itself. Companies already registered had to comply by 31 December 2025: the deadline has passed. It was first set at 30 June 2025 by MIMIT note no. 43836 of 12 March 2025, then postponed by the MIMIT notice of 25 June 2025 and finally written into the statute by d.l. 159/2025. It is not a one-off filing: it comes back on every appointment or renewal of office, so in practice at every shareholders’ meeting that renews the management body.
If it is not done, the registro delle imprese office suspends the application for registration until it is completed and, for anyone already out of time, the penalty under art. 2630 c.c. (from €103 to €1,032) applies doubled, with a domicilio digitale assigned ex officio at the cassetto digitale dell’imprenditore, the entrepreneur’s digital drawer; if the PEC turns out to be inactive, the conservatore, the registrar of companies, gives formal notice to indicate a new one within thirty days and, failing that, deletes it (art. 16, commi 6-bis and 6-ter, d.l. 185/2008). The filing, when presented on its own, is exempt from stamp duty and registry fees. The scope of the obligation is not entirely settled: chamber of commerce practice confines it to companies limited by shares or quotas, cooperatives and consortium companies, whereas the first MIMIT note referred it to all companies.
Signing at the notary and “we’ll see later”: VAT regime chosen in a hurry, copy-paste articles of association, no shareholders’ agreement. Incorporation is a tax and corporate project, not a mere compliance task.
Information guide updated as of July 2026. The costs shown are orders of magnitude: the exact quote depends on the specific case.
See also: Guide to the SRL and SRLS 2026