SRL vs SRLS: Which Italian Company Structure Is Right for Non-Residents?
The SRL (Società a Responsabilità Limitata) and the SRLS (SRL Semplificata) are Italy's two limited liability company forms — both give shareholders full protection of personal assets, and both are available to non-residents. But choosing the wrong one can cost you money or credibility. Here is the honest comparison we give our clients.
SRLS: the €1 startup vehicle
- Minimum capital: €1 (max €9,999)
- Bylaws: fixed standard template required by law — cannot be customized
- Notary fees for incorporation: waived by law (you still pay registration taxes)
- Shareholders: individuals only — no corporate shareholders allowed
- Best for: freelancers, solo founders, testing the Italian market cheaply
SRL: the professional standard
- Capital: from €1 upward (€10,000+ recommended for banking credibility)
- Bylaws: fully customizable — share classes, governance rules, transfer restrictions
- Shareholders: individuals AND companies (your US LLC or UK Ltd can be the shareholder)
- Best for: holding structures, businesses seeking bank credit, investors, import/export operations
The factors non-residents underestimate
Banks: Italian banks look at share capital when opening business accounts — an SRLS with €1 capital faces more scrutiny than an SRL with €10,000. Suppliers and partners: in B2B, an SRL signals commitment. Corporate shareholding: if you want your existing foreign company to own the Italian entity (common for tax structuring), the SRLS is simply not an option.
Taxes are identical
Both structures pay the same taxes: IRES 24% on profits, IRAP around 3.9%, and the same VAT rules. The choice is purely about flexibility, credibility and who the shareholders are — not about tax savings.
Our recommendation
If you are a solo founder validating an idea: start with the SRLS and convert later (conversion is possible but costs notary fees). If you plan to invoice from day one, need a bank relationship, or want corporate shareholders: go straight to the SRL. Not sure? That is exactly what our 30-minute strategy consultation resolves — and the €120 fee is credited toward your package.