How Italy is complicating the processes to open a startup

How Italy is complicating the processes to open a startup

For innovative startups, as we know, time is a critical factor along with costs. The drivers, i.e. all the stakeholders who can support its birth and resources, are also important. This is why the delay of the Ministry of Economic Development (Mise) in approving the statute models for the online establishment of limited liability companies and, among these, of innovative startups, is unreasonable.

In fact, more than three months have passed since the expiry of the term (February 2) by which the Mise should have approved the statute models, to which the controlled prices for the establishment of the srl are linked and above all of innovative startups.

In Parliament an interpellation signed by Luca Carabetta of the Movimento 5 Stelle asks for an account (interpellation number 2/01517). At the Mise they justify the delay with the need for an informal concert by other ministries, Justice, Economy and Digital Transition in primis.

The approval of a statute model for srl and innovative startups was a sort of compromise between the exclusivity of the constitution even if online, returned to notaries, and the need to keep the initial costs low for starting new economic activities.

At the moment, however, the compromise did not hold up. Notaries exercise their exclusivity through a platform designed in house; but the fees for the online constitution have risen 10 times: from the 200 euros of taxes in the "old" procedure at the chambers of commerce to the current 1,500 / 2,000 euros (plus 600 of taxes), on the Notartel platform. contacted Mise and the National Council of Notaries (CNN) for explanations about the delay, especially in consideration of the fact that a model of statute already exists and since 2016: it is the one approved by the same Published and published in the Official Gazette (Uniform form of articles of association / statute for innovative start-ups in the form of an srl in implementation of the so-called Investment Compact decree (law decree number 3 of 2015, converted into law 33 of 2015).

"The model has been used by thousands of companies in recent years without any problem. It would be enough to approve it again", reflects Giovanni Toffoletto, CEO of the startup, who offers online legal services. Dal Mise, as we wrote, justified the delay with the need for the informal interministerial concert, which has finally arrived in recent days. Now it is up to the Mise to define the final text which, having a regulatory nature, will have to be examined by the Council or of the State and the Court of Auditors. In short, the times are destined to lengthen.

CNN - for its part - was unable to provide data or the number of procedures launched with the new system; nor on the average costs applied throughout the national territory. Green disc on the number of requests for intervention for instructions and platform malfunctions arrived at the help desk. “During 2021 we took numerous training courses throughout the national territory in order to allow the category to be ready and operational immediately without creating disservices. In total, the helpdesk received 25 requests for support from notaries who had to carry out the online procedure; many others have carried out the procedure independently since the first act. Those who needed a first support, then carried out the online procedure autonomously for other documents ”, reports Vincenzo Gunnella, national councilor of the notarial coordinator of the IT commission.

The exclusivity of the online constitution for notaries More than a year (March 2021) has passed since the sentence of the Council of State which had annulled the decree of the ministry of economic development which allowed the constitution of start-ups directly online, without any "endorsement" by the notary or, in other words, "in the absence of a public deed".

The sentence accepted the appeal of the National Council of Notaries, rejected at first instance. The Government, taking the train of the transposition of the EU directive 1151 of 2019 on the use of digital tools and processes in company law, has restored the exclusive competence of the notaries who, with Notartel - the IT company of the National Council of Notaries - have established the online platform together with the IT commission of the CNN (Pni, Italian notarial platform).

The EU directive, in truth, left the Member States free to decide whether to opt for the public deed or not, in consideration of its own legal traditions, but has set specific obligations to which the platforms, managed by anyone, must comply. The Government exercised the delegation with legislative decree 183 of 2021, not without paradoxes: the online platform of notaries is used, but the company to be established must contact a notary in the region. Competition is good, but not for everyone.

"According to the World Bank's Doing Business report, Italy ranks last in Europe in terms of costs and length of the procedures for setting up a company. With us, on average, it costs about 3 thousand euros and 10 days of work, while in the United Kingdom 12 pounds and a few hours are enough, in France 100 euros and 24 hours. With the new procedure we are able to open a company 100% online and reduce the time and costs of setting up considerably. There is still a lot of work to be done, however, to align with the international standard. Today, for the opening of a company in Italy, the state imposes onerous taxes and retrograde procedures that do not make us competitive at a European level ”, reiterates Toffoletto.

Costs and bureaucracy, in short, continue to weigh on the sector, despite the proclamations and the National Recovery and Resilience Plan, which makes a national flag of innovation and simplification of processes in the public administration and for businesses.

"The digitization and innovation of processes, products and services represent a determining factor in the transformation of the country and must characterize every reform policy of the Plan. Italy has accumulated a considerable delay in this field, both in the skills of citizens and in the adoption of digital technologies in the production system and public services. Recovering this deficit and promoting investments in technologies, infrastructures and digital processes is essential to improve Italian and European competitiveness; encourage the emergence of production diversification strategies; and improve adaptability to market changes ", says the Pnrr.

Among other things, the Recovery and Resilience Plan itself has set the goal of Integration of the resources of the National Fund for Innovation for start-up financing through the development of venture capital with minority stakes in risk capital. The investment will make it possible to support 250 innovative small and medium-sized enterprises with investments of 700 million euros (average participation equal to 1.2 million euros). So, on the one hand, we do not work to lower the costs of setting up startups. On the other hand, efforts are being made to promote venture capital financing. A cross-eyed industrial policy, it seems.

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