Company Liquidation in Italy: Voluntary and Court Procedures

If you want to close your company in Italy and need to know the steps, this article can help you. From key requirements to the final stage, explore the lines below and also get in touch with our lawyers in Italy for legal support.

Quick Facts
Reasons for company liquidation in Italy	Business strategy matters, poor business conditions, operating at a loss, etc.
The company’s status during liquidation	It still exists, however only to satisfy the claims of its creditors.
Types of liquidation	Voluntary or compulsory
Liquidation effects	The company ceases to exist/is de-registered.
Voluntary company liquidation in Italy	Decided by the company’s shareholders
Voluntary liquidation steps	Call the shareholders’ meeting to decide the commencement of the liquidation, appoint the liquidator, follow through with the liquidation of the assets and the submission of the final report.
Compulsory company liquidation in Italy	Decided by a court
Common reasons for compulsory company liquidation	Insolvency – when the company can no longer regularly pay its debts (judicial liquidation opened by the court)
Liquidator use (Yes/No)	Yes
Liquidator appointment	By the shareholders’ meeting (or by the court if the shareholders fail to appoint one)
Steps undertaken by the liquidator	Oversees the sale of the assets and the payment of creditors
Liquidation in case of bankruptcy	Judicial liquidation under the Crisis and Insolvency Code (Legislative Decree 14/2019), which replaced the Bankruptcy Law on 15 July 2022
Satisfying the creditor’s claims	Creditors have an equal right to the payment of their claim. Certain creditors may claim priority.
Company de-registration following liquidation	In both types of liquidation
Estimated company liquidation duration in Italy	Can last one year or more.

What stands at the base of company liquidation in Italy? What are the main reasons to close a business?

the company is no longer profitable,
the firm has debts that need to be paid,
the company has an expiry date or has fulfilled its mission, etc.

How is company liquidation known in Italy?

Liquidazione.

The winding up of a company in Italy is essentially its closure, which takes place after the liquidation phase, during which the claims are settled. Discover this infographic with details on this topic:

What types of company liquidation methods are available in Italy?

Voluntary,
Judicial.

How do I close a business/company in Italy? What are the general steps involved?

the process starts at the Italian Companies Register – Registro delle Imprese,
through voluntary liquidation of a company, authorities will first analyze the cause,
company directors must prepare a document detailing the reasons behind the company dissolution in Italy,
a declaration stating the company liquidation must be presented at the Chamber of Commerce in Italy,
company creditors will be notified about the decision to close the business,
a liquidator must be appointed. He or she will analyze the company debts, sell the assets, and pay outstanding bills/obligations,
the remaining assets will be distributed to the company shareholders,
the liquidator must also ensure all taxes are paid before the company is liquidated.

IMPORTANT:

the authorized liquidator can convert the company assets into cash (selling them) to pay all debts,
employee severance is also on the liquidator's list.
a final liquidation report with remaining assets is issued.

What happens in a judicial company liquidation in Italy?

a court trustee must be appointed,
assets are seized,
creditors are paid once the company assets are sold.

Involuntary company liquidation in Italy can also take place in other cases if its Articles of Association specifically state this. Please discover the following video with details about the company liquidation process in Italy:

What happens after the company liquidation process?

a complete report is presented,
the company is officially de-registered.

NOTE: The entire company liquidation process needs legal supervision. Our Italian lawyers can represent you.

What is the time frame to close a company in Italy?

About 4-12 months.

Are there any precautions when liquidating a company in Italy?

make sure all debts are paid when the liquidation process starts,
ensure company taxes are paid to the Italian tax Agency,
the authorities reserve the right to audit or challenge the company liquidation for up to 5 years after the firm is closed.

Need to know more about company dissolution in Italy? Please contact our law firm in Italy and send your inquiries today!