Risultati ricerca

COMPRAVENDITA - Prezzo imposto per le case nei Peep

COMPRAVENDITA - Nuove norme sulla compravendita di case in corso di costruzione

SOCIETA' TRA AVVOCATI - Le particolarità della StA rispetto alla StP

PMI IN BORSA - Arriva il credito d’imposta per chi si quota in Borsa

The Privy Council ruling in Investec v Glenalla is being welcomed as good news for Guernsey, by reassuring settlors that assets in a Guernsey or Jersey trust are protected from creditors even if the trustee unreasonably incurs a liability or acts in breach of trust and thus invalidates its indemnity. The decision will prove to be of huge importance to settlors, beneficiaries and trustees across the offshore world, said Nick Robison of Guernsey law firm Babbé, which represented the trustees. FATT

Further comment has appeared on the England and Wales Family Court's decision to pierce the corporate veil in the financial remedy case of Akhmedova v Akhmedov (2018 EWFC 23 Fam). The judge considered it necessary to go against the long-standing legal principle, in response to Farkhad Akhmedov's 'continuing campaign to defeat his ex-wife by concealing his assets in a web of offshore companies', and issued orders to aid her enforcement of the judgment in the Isle of Man and Dubai FATTO

ESTATE DISPUTES: Some important judgments from last month

CASA - Tutte le agevolazioni e le facilitazioni per comprare e manutenere la casa

EUROPEAN COMMISSION: Companies to be prevented from moving tax residency

Currency repatriation requirements were extended on 14 April to cover loans issued by Russian residents to foreign borrowers, reducing the opportunities for businesses to shift funds abroad through non-repayable loans.

Trustees cannot simply brush aside beneficiaries' request for information

INTERNATIONAL - SPAIN: Foreign nationals can sue government over inheritance tax discrimination, following Supreme Court ruling

NETHERLANDS: Measures against 'letterbox companies' seek to improve country's reputation

INTERNATIONAL - AUSTRALIA: Consequences of using foreign trusts for capital gains

INTERNATIONAL - FRANCE: Wealth property tax has significant effects for non-residents

The Japanese government's 2018 tax reform bill abolishes the recently introduced rule under which the heirs of a long-term resident foreigner who died outside Japan remain liable to Japanese inheritance tax (IHT) on estate assets anywhere in the world. The rule had threatened to derail the government's efforts to attract foreign talent to live and work in Japan, because it meant IHT liability could follow a foreign national for up to five years after leaving the country.

IMPOSTA DI SUCCESSIONE E DONAZIONE - SPAIN: Andalusia increases inheritance tax exemption

TRUST - NETHERLANDS: Tougher regulation of trust offices

EUROPE: Commission publishes argument against UK's CFC exemption

Il dott. Giacomo Ridella

GERMANY: Expat businessman challenges exit tax for move to Switzerland

COMPRAVENDITA - Deposito prezzo presso il notaio

WEALTH MANAGEMENT - JERSEY: Success for plaintiffs in USD200 million Crociani case

WEALTH MANAGEMENT - FRANCE: Foreign resident's children cannot invoke forced heirship law

IMPOSTE - Detrazione Irpef spese per risparmio energetico

INTERNATIONAL - UK, TRUSTS: online trusts register is delayed

SWISS BANKING: Sweden and the Netherlands demand names of Swiss Banks clients

INTERNATIONAL - GERMANY: Restriction of loss relief declared unconstitutional

VAT - Transfer of ownership of land in settlement of tax arrears

INTERNATIONAL - INDIA: Highest court rules that three days per year is enough to create permanent establishment

INTERNATIONAL - UK: Doubts cast on non-dom reforms' commencement date

INTERNATIONAL - Cayman Islands: Beneficial ownership regime ready for launch

INTERNATIONAL - European Union: Taxation at source must take into account non-resident taxpayer's domestic costs

SOCIETA' - Corporate Governance

INTERNATIONAL - Canadian notary must reimburse buyer stuck with non-resident seller's CGT bill

Come sopra già visto, per determinare tipo di imposta, importi e modalità di pagamento delle somme da versare, ai fini fiscali, in conseguenza dell’acquisto della cosiddetta prima casa di abitazione bisogna aver riguardo anzitutto al soggetto venditore. Allorquando, infatti, il venditore sia l’impresa costruttrice (o ristrutturatrice) dell’immobile, la compravendita è soggetta al regime fiscale dell’IVA, che l’acquirente ha l’obbligo di versare all’impresa stessa, e non al notaio, contestual

When a property conveyance takes place, the Italian tax laws stipulate the payment of certain taxes and charges which generally must be paid, at the time the notarial contract is stipulated, to the notary himself who thus undertakes the “irksome” task of tax collector. Such taxes are mostly payable by the purchaser. At the time of purchase, the system taxes the “wealth” indirectly manifested by the purchaser which consists of the price paid for the purchase of the property (so-called i

COMPRAVENDITA - Agevolazione "prima casa"

A sale or purchase proposal is a document the parties may sign before the conveyance proper. It consists, alternatively, of a manifestation of the owner's willingness to sell to a probable purchaser or a manifestation of a possible purchaser's willingness to buy from the owner: in both cases by acceptance of the proposal, believe it or not, the contract of sale is concluded and becomes binding for both parties. Furthermore, the purchase or sale proposal is usually irrevocable: the signato

It often happens that, after a prospective property has been inspected and chosen, substantial agreement is reached with the other party even if this is not yet formalized in written form. It is advisable to contact a notary at this early stage before signing the preliminary contract (the so-called “compromesso”). In the preliminary contract, both signatories undertake to stipulate the definitive sale contract by a certain date and on given conditions. The preliminary agreement (even i

Tassazione atti immobiliari

The following are examples of what needs to be included in a proposal for sale or purchase and in a preliminary contract: - the precise description of the asset or assets; - the exact identification of the owner or owners and of the purchaser or purchasers; - the obligations of the vendor and of the purchaser; - the price of the sale and method of payment; - the conditions of the conveyance and relevant guarantees; - documentation of the history of the asset or assets; -

Notaries and real estates

Notaries and real estates

For many years now, in Italy and throughout the world,  the associative phenomenon has encountered ever greater consideration, in addition to a growing enthusiasm. The explanation of this progressive attention may be found in the ever more widespread awareness that the ideas, dreams and projects that each individual nourishes in the course of his/her existence may be concretely expressed, not only through acting in isolation, also by following a path which leads a number of persons to join f

IMPOSTE - IVA al 22% per case di lusso

COMPRAVENDITA - Applicazione criterio catastale per IVA

COMPRAVENDITA - Agevolazione prima casa solo con dichiarazioni

IMPOSTE - Vincoli rimossi per le case popolari

COMPRAVENDITA - Prezzo-valore per acquisti all'asta

IMPOSTE - Imposta di registro - Variazioni in aumento e in diminuzione

IMPOSTE - IMU - Sospensione rata terreni

IMPOSTE - IMU - Prima casa

a. Richiesta di prestazioni professionali o del compimento di operazioni aventi oggetto ovvero scopo non compatibile con il profilo economico-patrimoniale o con l’attività del cliente ovvero con il profilo economico patrimoniale, o con l’attività dell’eventuale gruppo societario cui lo stesso appartiene. b. Consulenza per l’organizzazione di operazioni finanziarie non coerenti con l’attività commerciale sottostante. c. Prestazio

La principale informazione riportata sull’ACE è il fabbisogno di energia primaria per il riscaldamento o la climatizzazione invernale (EPH), indicatore che, in base alle caratteristiche costruttive dell’involucro e alle tipologie impiantistiche installate, determina la classe energetica dell’edificio. Grazie al confronto con una semplice scala composta da otto caselle colorate dal verde (basso fabbisogno energetico) fino al rosso (alto fabbisogno), tutti i cittadini, anche i non esperti, pos

L’atto istitutivo del trust è tassato con la sola imposta fissa di registro, pari a 168 euro. Invece, secondo l’Amministrazione Finanziaria (circolare n. 48/E del 6 agosto 2007) è soggetto a tassazione, con le regole proprie della imposta di donazione, l’atto con il quale il trust viene dotato di patrimonio, mentre non è soggetta ad alcun prelievo (perché assorbita nella predetta tassazione "iniziale") l’attribuzione dei beni che il trustee effettui a favore dei beneficiari del trust. Questa tas

Per abitazione principale s'intende quella ove il soggetto passivo (proprietario o usufruttuario) e i suoi familiari dimorano abitualmente. Essa coincide, salvo prova contraria, con la residenza anagrafica (mantiene l'agevolazione il coniuge che trasferisce la propria residenza altrove, a causa di separazione coniugale: Cass. 14389/2010).L'articolo 1, d.l. 27 maggio 2008, n. 93, convertito in legge 24 luglio 2008, n. 126, dispone l'esenzione totale dall'Ici per l'abitazione principale e le s

COMPRAVENDITA - Locazione - Affitto - Dati catastali (2)

MUTUO - Rogito - Dati catastali (3)

COMPRAVENDITA - Locazione - Affitto - Dati catastali (1)

COMPRAVENDITA - Rogito - Nullità (2)

Uno tra gli aspetti rilevanti ed innovativi della Linee Guida è la definizione dell’ambito applicativo del decreto legislativo 192/2005 e successive modifiche, in ordine alle diverse tipologie immobiliari.Al punto 2 dell’All. A del decreto qui in esame, è previsto che il decreto legislativo sulla certificazione energetica si applica a tutti gli edifici delle categorie di cui all’articolo 3, del decreto Presidente della Repubblica 26 agosto 1993, n.412, indipendentemente dalla presenza o meno

TUTELA PATRIMONIO - Patrimoni separati

COMPRAVENDITA - Certificazione energetica (1)

Notaries provide the community with a complex service, they carry out a public function of the State within the framework of an independent profession. The notarial deed not only regulates transactions between parties, but it provides added value in at least three respects: - a contract signed before a notary is unchallengable and hence it avoids expensive and time-consuming litigation procedures; - it is enforceable and hence it can be used to recover credits and it constitutes pri

Provate a chiederlo a mo’ di intervista al primo che passa. Le risposte più frequenti sono alternativamente “un professionista di cui ci si può fidare” e “guadagna tanto”.Nel sentire dell’opinione pubblica vi è così la percezione di due elementi essenziali del ruolo del notaio, che già risultano anche in un ruolo minore, quando il notaio, in un programma televisivo, garantisce che tutto si svolga regolarmente, che nessuno possa imbrogliare.

Since 12 September 2002, the Consiglio Nazionale del Notariato has been registered in the public list of certifiers of digital signatures held by AIPA, as the certification authority for Italian notaries. The digital signatures of Italian notaries may be verified on the site http://ca.notariato.it. Based on the rules and the certification authority's operations manual, CNN certifies notaries' digital signatures in the exercise of their functions and so guarantees to third parties not only

The vendor has the right to receive the full amount of the agreed price from the purchaser at the time the sale contract is settled. Frequently the vendor has already received an advance payment on that price, generally as a deposit: in that case he will have the right to receive the difference to make up the full agreed price. The vendor has the option to allow the purchaser a deferral of payment, with or without interest. It is up to the discretion of the vendor (based on the trust h

Having broached subjects from the vendor's point of view as well, it is useful to recall that the burdensome INVIM (a tax originally levied on the vendor consequent upon his sale of a property) has been definitively abolished, to the great relief of the notary as well, given not only the complexity of calculating it but also (as always) the irksome role of tax collector that the law imposed on him. Nevertheless, it is helpful to emphasize that the vendor may still have to pay certain sums

As from 1 January 2006, it has been possible to meet the taxation requirements on some real estate transfers at the land registry's valuation, regardless of the price agreed and shown in the contract. The rule that first introduced the price-value concept was Article 1, Paragraph 497 of Law no. 266 of 23 December 2005 (2006 Budget); there were two subsequent amendments: Article 35, Paragraph 21 of Legislative Decree no. 223 of 4 July 2006, converted with modifications into Law no. 248 of

The rate of interest is usually set in percentage terms; it may be fixed, which means it is the same for the whole duration of the loan, or variable, which means it is determined with reference to changing parameters that are set by objective, impartial criteria. For example, Euribor is an average quotation for variable rates calculated using objective criteria in the EU financial markets; while I.R.S. (interest instalments swap) is the financial reference parameter for establishing the cost

Following marriage, unless an explicit declaration to the contrary is made at the time of the ceremony, spouses find themselves in a shared property arrangement, this being the automatic legal regime in force in our system since 20/9/1975. This means that any purchase made by a spouse during the marriage is subject to legal community (or, simply put, is common property) with the other. The law excludes (to take a few of the more important cases) only assets acquired by donation or inherit

The rules governing this matter are extremely complex and may be schematically simplified by looking at a subjective profile and an objective profile. As regards the former, there are two main types of tax linked to real estate conveyances: stamp duty (imposta di registro) (and the related mortgage and cadastral taxes) and VAT. Whether one tax or the other is applied depends mainly but not exclusively on the nature of the vendor. Stamp duty is applicable in all cases where the vendo

One of the essential elements in the negotiation of a home loan is the delay allowed for  repayment of the capital, i.e. the duration. In general terms, one may say that the longer the duration of a home loan the lower the amount of each repayment instalment, which gives the borrower more breathing space; all this, however, means paying overall a larger amount in  interest, precisely because the capital is repaid more slowly. The practice also is that a longer duration

When purchasing a property (apartment, garage, commercial premises etc.) it is always necessary to check that it is in order from the point of view of the building ordinances, i.e. the existence of a building permit for its construction or “concessions” for any work subsequently carried out (it is often the case that work done without authorization was subsequently the subject of an amnesty by way of a corrective building concession).For vacant land, it is always important to check its statu

The purchaser's main obligation is obviously to pay the agreed price to the vendor at the time the sale contract is completed. Where an advance payment has been made as a deposit, the difference must be paid to make up the full agreed price. It is legitimate for the purchaser to request a deferment of payment, but it is not his right to insist upon it, it being left to the discretion of the vendor whether or not to grant this: the purchaser's obligation to pay the price in full derives fr

Italian law attempts to facilitate and encourage people to buy their own primary home (their so-called “primary residence” ["prima casa"]) through various reductions in taxes for the purchaser. Specifically, at the time of purchase, the purchaser pays 3% (stamp duty) if he buys from a private person or 4% (VAT) if he buys from a company (except for a few odd cases), plus a fixed charge for registering the transfer and mortgage (presently a total of Euro 336.00).A foreigner, too, may take advanta

The new law that is discussed below, and in particular the duty to take out a surety bond, applies to all types of real estate negotiations and hence it applies to purchases, exchanges, divisions, allotments by cooperative companies …, also and in particular to all forms of agreement that are made before the purchase and actual delivery of the property, such as preliminary agreements, promises to sell, leasing contracts, unilateral promises, advance payments, …. (article 1, paragraph 1, lett

In "land credit" contracts, the borrower has the legally-assured option of early repayment of the home loan; but generally, even in ordinary contracts, that possibility is foreseen. The borrower may decide, therefore, at a certain point in the repayment plan, to close out the contract and repay the remaining capital, on which obviously he will no longer pay interest. Given this loss of earnings, the bank could, if the contract so stipulates, demand compensation (a penalty). According to a

A company has a life of its own which is independent from that of its partners: it will go on living even after its partners die or it can be dissolved and wound up even if its partners are alive.All companies have a legal status and as such they have assets that are distinct from those of the partners that constitute the company. They have a name, a registered office and, hence are legal entities that are quite distinct from the individuals making up the company.They are non-personified col

Home loans are generally guaranteed by a mortgage and so are the preserve, in our legal system, of the notary. The presence of the notarial profession has become more significant with the recent increase in the number of such contracts, a result of the lower cost of money (though this is still subject to fluctuations) and improvements in living standards that allow an ever greater number of citizens to aspire to the ownership of their home and often of a second home as well. Year after ye

After long years of waiting, the decree-law that introduces greater protection for the purchasers of houses that are in the process of being built has finally been published in the Official Gazette (6 July 2005, n° 155).  The measures introduced under this new law will have a major impact: indeed, according to estimates made by trade associations, since 1995 more than 200,000 Italian families have been involved in thousands of bankruptcies of construction firms. Decree Law n° 122 of 20 Ju

Dopo anni di attese è stato finalmente emanato il D.lgs. 20 giugno 2005, n. 122, recante “Disposizioni per la tutela dei diritti patrimoniali degli acquirenti di immobili da costruire, a norma della legge 2 agosto 2004, n. 210”: è il decreto legislativo che introduce maggiori tutele per chi acquista case in corso di costruzione.Le novità introdotte risultano di notevole impatto sociale: basti pensare che, secondo stime di associazioni di categoria, dal 1995 ad oggi le famiglie italiane coinvolte

A person may not always be able to express his intentions directly: for example, because he is abroad or far from the place in which he is supposed to sign a particular deed or contract.In such cases, it is possible to use a power of attorney, i.e. a document giving another person the power to undertake a material or legal act in one's stead.For example, if a husband is abroad and a purchase contract for a house must be signed urgently, the husband – before he leaves or from abroad – may give hi

When someone dies it is advisable to immediately obtain information on the transfer of the succession, that is, it has to be ascertained whether the succession – in the case in point – will be regulated by the law (since the deceased person has not left a will) or else, wholly or in part, by a will.Death is a grave and important event, on the basis of which different provisions of the law may take effect, besides the will of the deceased;  in order to avoid even important unforeseen consequences

Fluctuations in the cost of money may, in some cases, make it advisable to “make running changes” to the terms of a mortgage: such changes, in economics, are known as renegotiation. There are various legal methods for achieving this: a) discharge of the old home loan and granting of new financing with a new mortgage (“replacement” home loan); b) merely changing the terms of the old home loan (renegotiation in the strictest sense); c) from 2 February 2007, subrog

In general the purchase/sale is the contract having the purpose of transferring the ownership of a house or the transfer of some other right for the equivalent of a price;  more generically it could be said that the purchase/sale of real estate is the formal agreement by means of which one party, called the seller, transfers to another, called purchaser, the ownership of a given property against payment of the price agreed on. Our juridical system, in view of the extreme importance of rea

As may be observed above, the role of the notary is important in guaranteeing the statements the vendor usually makes at the time the sale takes place. In particular, the vendor is obliged to make known how the asset he is about to sell came into his hands. It may be that he purchased it for a consideration in the normal way, or that he has occupied it for a sufficient number of years to avert any danger of eviction. It may be, however, that the property was donated to the vendor or

Foreign documents are those issued abroad by a foreign authority, even if they are in the Italian language, which in order to be used in Italy require legalization or an apostille.In this sense, a document prepared by an Italian consulate or ambassador abroad is not “foreign”, even if the parties are foreign. If it is written in a foreign language, the foreign document must also be accompanied by its “translation”.More precisely, the obligation to legalize a foreign document is currently stipula

If the parties wish to set up an general partnership, they must respect the specific rules laid down in this regard by the Civil Code, bearing in mind, in any case that, for many aspects, the law refers the reader to the provisions regulating informal partnerships, which consequently apply equally to general partnerships. So that, in the light the foregoing, the present file foresees multiple referrals to the subjects already dealt with and developed with regard to the informal partners

Law no. 52 of 1996 introduced rules into the Italian legal system to protect the consumer in his contractual relations with professionals. In order to rationalize regulations which have been complicated by a long sequence of amendments, a Consumer Code was recently published (Legislative Decree no. 206 of 6 September 2005), which contains a thorough reworking of most of the consumer-protection rules. Article 3 of the Consumer Code defines a "consumer" as a physical individual who acts

A home loan is a contract whereby one party, called the lender (usually a bank), transfers a given sum of money to a second party known as the borrower, so that the latter may use it for a given time in exchange for paying the former an amount representing interest. To this outline of the essential structure and functions of the contract must be added that a home loan includes various clauses that are not always immediately comprehensible but are necessary for regulating all the relations

The sale contract includes the personal data of both the vendor and the purchaser, including their fiscal codes, the description of the property to be transferred with an indication of its location, its nature and its boundaries, as well as its identification at the land titles office and a number of obligatory pieces of information regarding town planning and building regulations. The vendor must declare whether the property was built before 1 September 1967; if the building took place a

In general terms, the conveyance is the contract that transfers ownership of an asset or some other right in exchange for a consideration; more generically, one may say that a real estate conveyance is the formal agreement whereby one party, known as the vendor, transfers to another party, known as the purchaser, the ownership of a particular property in exchange for payment of the agreed price. Given the extreme importance of real property ownership, our legal system not only requires th

The law completes the range of measures introduced to protect the purchaser by extending to the purchaser the right to parcel out the loan and the mortgage on the building being built, and the prohibition on selling before the division of the loan into quotas, or before discharge of the mortgage or foreclosure where these are not taken over by the new purchaser (Articles 7 and 8). The purchaser of a house to be used as his/her home has the right of pre-emption in case of an auction (Art.

First of all, the purchaser has the right to have the vendor consign the property at the time of the notarised conveyance, upon payment of the purchase price, in its known state, with any agreed accessories, free of persons and things. It is legitimate for the purchaser to request consignment of the asset before the definitive transfer: however it is not his right to insist upon it, it being left to the d

In order to grant a home loan, the bank requires a guarantee: by definition, the most common of these is the mortgage. A mortgage gives the bank the right to be repaid from the proceeds of any forced sale of the asset offered as collateral, with priority over other creditors. A mortgage has better legal standing if it is a first mortgage, i.e. if there are no higher-priority mortgages: a "land credit" guarantee generally requires a first mortgage. A mortgage is established over the

These must be residential properties and related accessories (garages, cellars, etc). As the taxation department itself confirmed (Telefisco 2006), the benefits extend to accessories without limit as to number and even if purchased separately from the principal asset, so long as their intended use as accessories is specified in the purchase contract. The system also applies to purchases of housing and accessories that are ineligible for the benefits foreseen for “primary residences”. So a

As has been seen above, in order to determine the type of tax and the amount and means of payment of the sums due for duties on the purchase of a so-called primary residence, one must first of all take into account the nature of the vendor. When the vendor is the company that built (or renovated) the property and four years have not elapsed since completion, the conveyance is subject to VAT that the purchaser must pay directly to the company and not to the notary, along with the payment o

The conveyance may rightly be considered the notarial transaction par excellence, considering all the actions the law imposes on the notary following settlement (to cite the more important ones: filing, cadastral registration, transcription, notification of the competent authorities specified by law etc.). It is the notary who writes the contract after having established the intentions of the parties and after having obtained all useful information and carried out all the necessary search

If a married person wishes to sell a property, it is necessary to check whether or not the consent of the other spouse is needed; If a minor or a person not of sound mind is the owner of an asset, a judge's authorization is needed for the sale as well as the intervention of that person's tutor or parent or legal representative; the same thing applies for a purchase by such persons; If an inherited asset is the common property of several heirs, before selling his share an heir must firs

In general the rules for limited partnerships (s.a.s.) are the same as those laid down for informal partnerships (please refer to the related paragraph). However, the death of a limited partner does not end the partnership because, as said above, in case of death, the partner’s shares are transferred to the heirs, unless otherwise provided for in the Memorandum of Association.

A property regime is the set of rules that govern property and the manner of administering assets belonging to a married couple so long as the marriage lasts and when the marriage ends for any reason (death, divorce).In other words, the property regime stipulates the rights that each spouse has over assets acquired (by one or other of the spouses or by both) during the marriage, both for the duration of the marriage and in the case where the marriage ends.In Italy the “normal” regime established

In the first place, the vendor is obliged to consign to the purchaser the property sold in the state in which it is with vacant possession, free of persons and things, at the time the contract of sale is notarised, i.e. at the same time as the balance of the price is paid. The vendor has the option, however, of allowing the future purchaser to occupy the property even before the actual change of ownership, it being understood that because he is still the owner of the asset he remains resp

IMPOSTE - Imposta di registro in misura fissa - Cessione alloggi Ater

A joint-stock company must be set up through a public deed which must clearly indicate who the parties to the contract are. Such parties may be individuals but also legal entities (as for instance other joint-stock companies, partnerships, cooperatives or other bodies).The Memorandum of Association must indicate the Municipality in which the company has its registered office, which is where it operates, and the name of the company which must contain the wording “"società per azioni" or "s.p.

Any change, even only a purely formal change, in the clauses of the by-laws of a company is considered to be an amendment to the by-laws.  As a rule this competence belongs to the extraordinary shareholders’ meeting and the relevant decision must be written in the minutes by a notary public and then registered with the Register of Companies.The decision must be taken by a majority vote, any clause in the bylaws setting forth that unanimity is required to change the Memorandum of Association

The limited liability company is intended for smaller companies than joint-stock companies, and the equity participation in the company has a personal connotation which is absent in the s.p.a.  In fact, it has a limited number of shareholders who are not personally responsible for the social security liabilities, even if they have acted in the name and on behalf of the company.The legislation in place as of 1 January 2004 has had a major impact on the limited liability company, which is an e

The board of statutory auditors is the audit body of the joint-stock companies that adopt the traditional system:  it has the task of monitoring the company’s compliance with the law and the Memorandum of Association and has a supervisory function with regard to the actions of management. The Board of Auditors only exceptionally exercise accountancy control  and they do so only in closed companies, that is, companies which do not have recourse to the venture capital market, and only if envis

With the provisions that entered into force as of 1 January 2004, the dissolution of companies with share capital is governed by new rules.A company may be dissolved because: its term of duration has expired,  the corporate aims have been achieved or circumstances have set in that make it impossible to achieve them, the shareholders’ meeting cannot or will not function, the share capital has dropped to values below the minimum legal requirements (but the company may decide to reconstitute th

In early 2003 the Italian legislator issued a law decree (n° 6 of 17 January 2003) which thoroughly reformed companies limited by shares.  The declared aim was to simplify, where appropriate, and enrich, wherever possible, the rules governing such companies, with a view to increasing their competitiveness on both domestic and international markets.Many changes were made and the following results have been achieved:  a better, though still not complete, co-ordination between the rules governi

In general, the winding up and liquidation of an s.a.s. is governed by the rules set forth for general partnerships, to which the reader is referred (please refer to the related paragraph).However, besides the causes of dissolution that are the same for an s.n.c., there is another cause that is exclusive of the s.a.s., namely when there is only one category of partners left.In fact, it is envisaged that the s.a.s. is to be dissolved when only limited partners or only unlimited partners remai

The rules applying to limited partnerships are similar in many respects to those that apply to informal partnerships (please refer to the related paragraph).In addition, as regards subjective changes arising from the transfer of a partner’s capital share, a distinction needs to be made between the unlimited partner’s share and that of the limited partner.If one of the unlimited partners decides to transfer his/her capital share he may undoubtedly do so through a conveyance deed; however, unl

From the historic and regulatory point of view, the joint-stock company is the prototype of the company with share capital whose body of rules apply to the limited partnerships with share capital (s.a.p.a.), with which it is compatible, and in some respects they are very close to the rules that govern the limited liability company, which however makes little reference to the rules on joint-stock companies, which consequently do not directly apply. The joint-stock company (s.p.a.) differs fro

Limited partnerships with share capital is a modified form of a company with share capital in which permanent directors manage the company who have unlimited liability, also contingent liability, for  social security liabilities. The provisions that are specific for this type of company are reduced to a few which concern above all the management of the company by the unlimited partners.    The peculiar characteristic of this type of company consists in the co-existence of two different group

The dissolution and liquidation of an s.a.p.a. is governed in general by the rules put forth for companies with share capital and joint-stock companies, to which the reader is referred (please refer to the related paragraph).Besides the ordinary reasons for winding up a company with share capital, there is an additional reason which holds only for limited partnerships with share capital, i.e. the case in which all the unlimited partners step down from office and they are not replaced within

On the basis of the provisions in force as of 1 January 2004, the administration of joint-stock companies may be organised according to three separate models:  the traditional model, the monistic model (of Anglo-Saxon origin) and the two-tier model (of German origin).In the traditional model, the directors have the task of running the company, and are accordingly provided with the power of being pro-active i.e. promoting the decision-making activity of the meeting (power of initiative), of i

The rules described for the s.n.c. also apply to the establishment of an s.a.s.The Memorandum of Association must comply with the same requirements, in form and content, as those laid down for the s.n.c.An additional requirement is that the unlimited partners and the limited partners be distinctly indicated.The Memorandum of Association of the s.a.s. are to be entered in the Register of Companies. If this is not done the partnership is irregular and the provisions that shall apply are less favou

Consortiums are formed between entrepreneurs who decide to set up a common enterprise for regulating and carrying different phases of their respective businesses. The consortiums too are of a mutual character, since the consortium’s activity is carried out in the interest of its member enterprises. “Regulating” given steps of the members’ enterprises is a typical function of internal consortiums, and may be non-competitive in nature, while the “carrying out” of given steps in the respecti

Once upon a time it was enough to say that a foreigner was someone who was not an Italian citizen. This definition – to be clear – is still valid. Except that Article 17 of the EC Treaty institutes a citizenship of the European Union which is attributed to anyone who is a citizen of a Member State. Belonging to the European Union brings with it various consequences, some of which are very important, like the prohibition on

Co-operatives are associations of persons which are protected in the Italian Constitution:  in fact Article 45 of the Italian Constitution states: “the Constitution recognises the social function of co-operative societies that are based on the values of solidarity and that do not pursue goals of private profit”.In co-operatives predominant importance is ascribed to the social function, which consists in implementing a democratic decentralisation of the power of organisation and management of

Informal partnerships are the most elementary form of enterprise.The fundamental characteristic of an informal partnership is that the scope of its activities is limited to non-commercial profit-making economic activities.The scope of an informal partnership may therefore include:- agricultural activities, with certain limitations because:   the purpose of the enterprise cannot be merely that of using assets, but must consist in the joint operation of a business activity;  taci

Take the case in which the company has lost capital. What is the company allowed to do?In this connection the law envisages that, in case of losses, the company cannot distribute profits among the partners until the capital has been reduced or replenished by the corresponding amount.However, unlike what happens for companies with share capital, there is no obligation to reduce the capital whatever the amount of the losses incurred, even if the latter are such as to wipe out the  entire capit

COMPRAVENDITA - Immobili in corso di costruzione - Acquisto - Garanzie

Dopo anni di attese è stato finalmente emanato il D.lgs. 20 giugno 2005, n. 122, entrato in vigore il 21 luglio 2005, che introduce maggiori tutele per chi acquista case in corso di costruzione. Il decreto non si applica in modo generalizzato a tutte le operazioni immobiliari, ma solo a quelle negoziazioni di edifici ove venditore (denominato dalla legge “costruttore”) sia un soggetto che vende un immobile, costruito da lui medesimo o da altri. La legge prevede quindi che in sede di stipula del

La tematica dell’ottenimento dell’agevolazione “prima casa” in sede di acquisto da parte di un soggetto coniugato in regime di comunione legale dei beni è particolarmente complicata dal fatto che la normativa fiscale richiede di verificare in capo ad entrambi i coniugi, nei termini che oltre saranno meglio illustrati, il requisito della non titolarità di altri immobili.Procedendo con ordine, va innanzitutto ricordato che la disciplina dell’ agevolazione “prima casa” dispone che non può avvalersi

COMPRAVENDITA - Immobili in costruzione - Fidejussione - Frazionamento mutuo

Solo dall’inizio degli anni ’90, prima assi timidamente, poi in modo sempre più effettivo, il trust ha fatto la sua “comparsa” nel nostro ordinamento. In precedenza il trust era considerato come una “stranezza” inglese o americana, a noi per lo più incomprensibile e comunque estranea; da quando la ratifica italiana della Convenzione dell’Aja l’ha alfine sdoganato, una parte di coloro che vi si sono avvicinati è stata attirata, se non da un fenomeno “alla moda”, dal miraggio di poterne fare u

Non possono acquisire la qualifica di impresa sociale le amministrazioni pubbliche (e cioè le amministrazioni dello Stato, ivi compresi gli istituti e scuole di ogni ordine e grado e le istituzioni educative, le aziende ed amministrazioni dello Stato ad ordinamento autonomo, le Regioni, le Province, i Comuni, le Comunità montane, e loro consorzi e associazioni, le istituzioni universitarie, gli Istituti autonomi case popolari, le Camere di commercio, industria, artigianato e agricoltura e lo

La rendita catastale è la redditività di una data unità immobiliare attribuita forfetariamente dal Catasto. In altri termini, il Catasto assegna una rendita ad ogni unità immobiliare dislocata sul territorio nazionale, ricavandola a seconda: * della tipologia dell’immobile (ad esempio: abitativo, commerciale, produttivo, eccetera);* della sua dimensione (vani o metri quadrati);* delle sue caratteristiche (collocazione nel territorio comunale, grado di rifinitura e di vetustà,  eccetera).La r

L’acquisto della “prima casa” da parte di soggetti coniugati in regime di comunione legale dei beni rende necessario il coordinamento, con la disciplina fiscale della “prima casa”, delle norme settoriali sul regime degli acquisti effettuati dai coniugi in comunione; le une debbono tener conto delle altre al fine, da un lato, di non impedire l’applicazione dei benefici fiscali alle situazioni che lo “meritano”, e, dall’altro, al fine di non ostacolare, per questioni fiscali, lo scopo che il l

Per avvalersi dei benefici “prima casa”, l’acquirente deve dichiarare <<di non essere titolare, neppure per quote, anche in regime di comunione legale su tutto il territorio nazionale dei diritti di proprietà, usufrutto, uso, abitazione e nuda proprietà su altra casa di abitazione acquistata dallo stesso soggetto o dal coniuge>> con le agevolazioni “prima casa”. Per valutare la portata della norma in questione, vediamo questo esempio: Caio e Tizia sono coniugi in separazione dei

Per gli immobili dati in locazione (con canone "libero" o determinato mediante i "patti in deroga"), occorre fare una comparazione tra il reddito risultante in Catasto e quello effettivo percepito riscuotendo i canoni di locazione (questo meccanismo invece non si applica alle locazioni soggette a "equo canone"). Quindi, qualora il canone risultante dal contratto di locazione  (comprendente anche l'eventuale rivalutazione automatica sulla base dell'indice Istat e la maggiorazione spettante in

I trust dei quali si ha notizia (non esiste per essi alcuna forma di registrazione) possono essere divisi in due grandi categorie: quelli di interesse familiare e quelli di interesse imprenditoriale o finanziario, con una netta prevalenza numerica dei primi. Tra i primi vanno compresi quelli destinati ad assistere soggetti deboli e quelli che preordinano una successione ereditaria, forse i più frequenti. Tra i secondi, la tipologia sembra più varia: garanzia di un prestito obbligazionario, i

IMPOSTE - Plusvalenza - Imposta sostitutiva (1)

The individual partnership may be resolved following the exclusion of a partner from the company.In some cases this occurs by law (e.g. in cases of bankruptcy), while in other cases the exclusion is decided by the other partners, when circumstances envisaged by the law or by the  partnership contract occur. Your Notary public will describe such cases to you.In all the cases examined thus far in which the relationship of a single partner ends as a result of death, withdrawal or exclusion, the

Let us take the case in which the Parties decide to undertake an entrepreneurial activity by setting up  a partnership.What would the general characteristics of such a company be?First of all, as regards the unlimited and joint liability of the partners:- in the case of a general partnership, all the partners have unlimited and joint liability;- in the case of an informal partnership, all the partners have unlimited and joint liability, but there can be an agreement whereby the partners who

Duration is not an essential element for the establishment of partnerships. The parties may also expressly agree on indefinite duration.When a date of termination is envisaged, then on that date the company can be dissolved.The termination date may be modified or eliminated by the partners via:- express extension. In this case all the partners expressly decide on a new date of termination or on continuing the company’s life indefinitely;- tacit extension. If, after the date of termination th

In this case too a partnership contract must be concluded (explicitly called by the law as “Memorandum of Association”). The contract must be drawn up in the form of a public deed or of an authenticated private contract.

If for any reason a partner no longer wishes to belong to the company, he may exercise the right of withdrawal.In particular, if the company was set up for an indefinite period of time or for the lifetime of one of the partners, each partner may withdraw freely.Otherwise, if the company is for a definite period of time, withdrawal is admitted by law only in the case of a just cause.The partnership contract may in any case envisage other circumstances in which a partner may withdraw, specifyi

The management of a company is the activity of running the corporate enterprise. The power of management is the power of carrying out any activity that falls within the scope of the corporate purpose.When the management of the company falls on more than one partner (all or some), and the partnership contract makes no provision on how the power of management is to be exercised, then the notion of  separate management shall apply:  each partner is a director, that is, he has the power of manag

Contributions are the assets that the partners are obliged to provide under the partnership deed.In other terms, the contributions are the resources that the partners contribute to create the initial assets of the company.It is their function to provide the company with the initial capital required to carry out the company’s activity.Through the contribution each partner allocates a part of his personal assets to the common activity throughout the lifetime of the company and takes on the ent

It is extremely simple to set up an informal partnership:- the contract needs not be of any special type, except where special types of assets are involved (and except for evidentiary limitations);- all that is needed to set up an informal partnership is the mutual engagement by the partners to jointly carry out a non-commercial profit-making activity;- informal partnerships must be entered into the register of companies. Such registration takes place in a special section and does not imply

Throughout the life of the company the partners may modify the partnership contract but this requires a unanimous vote, unless otherwise agreed and except for the case in which the company were to be turned into a  stock company, for mergers and spin offs, in which cases (unless otherwise decided in the shareholders’ agreement on which you should be advised by your notary) a simple majority is required by law.  The majority is established on the basis of the share of profits attributed to ea

Individuals interested in becoming partners, whether they be natural persons, companies, associations or in general, entities, must have the legal capacity to act, i.e. carry out transactions that are valid from a legal standpoint.Can joint-stock companies  be members of a partnership? The issue was a matter for debate up to recently, but an affirmative solution was provided by the law that entered into force as of January 1 2004.Participation by other entities in companies can give rise to

Anche se legalmente residente in Italia (cioè entrato in modo legale in Italia) non si può considerare “regolarmente soggiornante” (e quindi ad esempio può acquistare immobili in Italia solo a “condizione di reciprocità”) lo straniero extra-comunitario provvisto di:a) semplice visto di ingresso; b) soggiorno per breve durata (visite, affari, turismo,giustizia, attesa di emigrazione ad altro Paese, esercizio di funzioni di culto, soggiorno in case di cura, istituti religiosi o civili, ospedali, o

The relationship between a partner and the company ends automatically when the partner dies. Within six months from his death, the surviving partners have the duty of returning the share held by the dead partner to his heirs. The surviving partners are not obliged to accept that the heirs of the deceased member should succeed him by taking his place in the company.The surviving partners have two options they can choose from. They may either decide:- to wind up the company in advance;- to car

MUTUO - imposta sostitutiva - mutuo fondiario - aumento 3

COMPRAVENDITA - immobili - classamento - valore catastale

COMPRAVENDITA - immobili - valore catastale - imposta sostitutiva

MUTUO - imposta sostitutiva - mutuo - aumenti 6

MUTUO - imposta sostitutiva - mutuo - aumenti 4

IMPOSTE - imposta sostitutiva - mutuo - aumenti 3

COMPRAVENDITA - agevolazione prima casa . decadenza - sanzione