Carlo Biagioli S.r.l. - How to start your company in San Marino!

Introduction

Business profit is one of the discernments for deciding to invest as It pays the investors and it favors the self-financing. The Fiscal flexibility of the Republic of San Marino certainly stimulates the production sites togheter with the considerable advantages of transport routes, of areas and of adequate facilities, of relations with the institutions and of workforce availability. In addition, the possibility given by law to hire "cross-border" employees and people with special skills for management and highly professional positions is another factor that spots the convenience to choose San Marino for starting business activities. Among other things for entrepreneur and managers there is the opportunity to take up residence by living in the Republic, which would improve the net income from any kind of job, despite the substantial equivalence classes for wage positions with neighboring Italy. The entry of San Marino in the "white list" has defined the normality of the relations and initiated procedures for the entry in the European Community Economic Area which will favor further commercial trades. The following information are incentive to spot the convenience for investing in business activities in the Republic of San Marino.

San Marino system

S.p.A.

The minimum share capital amounts to € 77,000.00 and the half of it must be deposited, in a bank of San Marino, within 60 days of the enrolment in the Register of Companies. The remaining 50% must be paid within three years. If the Limited Company is the sole shareholder, however, the share capital must be paid in a single instalment within 60 days from the day of entry in the register of companies. It is mandatory to appoint a Unique Auditor and if two consecutive financial years reach the volume of sales or services exceeding the value of 7.3 million euro, the establishment of a Board of Auditors (composed of at least three members) is required.The majority of the Board of Auditors must have the actual place of residence in the Republic of San Marino. The average cost for setting up a S.p.A. (Deed, stamp duties, taxes and commercial registration) is approximately € 5,000.00.

S.R.L. (limited liability company)

The minimum share capital amounts to € 25,500.00 and 50% of it shall be deposited in a bank of San Marino within 60 days from the enrolment in the Register of Companies. The remaining 50% shall be paid within three years from the enrolment. If the Srl is the sole shareholder, share capital shall be paid in a single instalment within 60 days from the enrolment in the Register of Companies. A Single Auditor should be appointed when capital is equal to or greater than € 77,000.00 or if during two consecutive financial years the volume of sales or services exceeded the 2 million euro. The Board of Auditors (at least composed of three members) is required when for two consecutive years the volume of sales or performance exceeded the value of 7.3 million Euros. The majority of members of the Board of Auditors must be effectively resident in San Marino. Average cost for setting up a limited liability company (notarial deed, stamp duties, taxes and company registration) is approximately € 3,500.00.

S.n.c.

It is not required a minimum share capital. Shareholders have unlimited liability of the company's debts. S.n.c are escluded from the double taxation agreement.

Members and Directors Requirements

A member, director or member of the Board of Directors must be a natural person from San Marino or other countries and shall not meet the following conditions:

a) He/she has been convicted by final judgement , in the Republic of San Marino or abroad, to sentences involving deprivation of liberty for a period exceeding two years, for crimes against property, against public faith, against the public economy or for drug smuggling, over the last fifteen years or of a judgment or criminal res judicata, of corruption, use of invoices for non-existent transactions, tax fraud, usury, fraudulent bankruptcy or money laundering, for crimes committed over the last fifteen years; or has been convicted also not definitive or has been prosecuted as part of an ongoing criminal investigation, criminal association for mold gangster or terrorist financing;

b) In the twenty-four months preceding the establishment of the Company or at the time of the purchase of the company’ shares or at the time of appointment of company’s posts, he/she has been a member or having had the powers of representation referred to in Article 52 Law 47 of 23 February 2006, or in a society withdrawn by measure of Congresso di Stato referred to in Article 52 of Law 47 of February 23, 2006 and subsequent amendments must be contextual to the occurrence of the actions which led to the adoption of the resolution to revoke the license. This provision shall not apply where the administrative appeal against the act of refusal of registering as a shareholder or director in the register of companies, because of the revocation suffered, the member or administrator proves to have adopted a diligent behavior and have no responsibility for the decisions or activities of the company that led to the revocation of the license;

c) In the twenty-four months preceding the establishment of the Company or at the time of the purchase of the company’ shares or at the time of appointment of company’s posts, he/she has had the licensed revoked by decision of the Congresso di Stato;

d) He/she is subject also as sole director, concurrently with the establishment of the company or at the time of purchase of the shares at the time of appointment or at corporate offices, in a contest of creditors or a equivalent court procedure in foreign legal systems;

e) He/she is the subject of enforcement actions by the Department of Esattoria of Banca Centrale of San Marino, of under Title II of the law 25 May 2004 n . 70, aiming to recovering amounts due to the Public Administration or to public sector entities which are not disputed or have not entered into an agreement for the payment by installments strained extinction of the slopes;

f) He/she is resident in the "Countries under monitoring" as identified by the Financial Intelligence.

A legal person could be member but shall not meet the following conditions:

  1. It is engaged in a legal procedure judicial contest of creditors (a failure) or forced liquidation or insolvency procedures equivalent in foreign legal systems;
  2. It is under voluntary liquidation following the occurrence of a cause of dissolution;
  3. In the twenty-four months preceding the establishment of the Company or at the time of the purchase of the company’ shares, it has been a partner in a company terminated behind the measure of the Congresso di Stato. Membership must be contextual to the occurrence of the actions which led to the adoption of the resolution to revoke the license. This provision shall not apply where the administrative appeal against the act of refusing registration as a shareholder in the register of companies as a result of the revocation suffered, the member proves that has acted diligently and not to have any responsibility for the decisions or activities of the company that led to the revocation of the license;
  4. It is the subject of enforcement actions by the Department Esattoria of Banca Centrale della Repubblica di San Marino, pursuant to Title II of the law 25 May 2004 n. 70, aimed at recovering amounts due from the Public Administration or public sector entities which are not disputed or have not entered into an agreement for the payment by installments strained extinction of the slopes.

The type of managing (individual or collective) is up to the Shareholders. Sherholders decide also the powers of the Manager, putting an economic limit for the ordinary and extraordinary administrative operations.

Self-certifications of pendig charges cannot be allowed for the foreign citizens, it must be original and valid (within six month of the issue date) translated and certificated in Italian with a consular compliance certificate.

The company certificate (or an equivalent certification, translated and certificated in Italian), must be original or in a true copy and valid, issued at least six months before and it is necessary for legal people.

Financial statements

S.r.l., S.p.a. and S.n.c. are required to approve the annual financial report within 5 months after the end of the financial year. The approval of the budget is presented during the shareholders' meeting and a copy of both the resolution and the annual financial report shall be deposited at the Economical Activities Office of the Republic of San Marino.

Items Social non-liberalized

In the Republic of San Marino economic initiative is free, except for certain commodities sectors and/or business, whose goodwill is subject to prior authorization by the Congress of State (the Council of Ministers of San Marino). The business objectives expressed in the articles of incorporation should be lawful, feasible and consistent (for example, it’s not allowed to combine the wholesale fish and the sale of candles).

The following activities are instead tied to the authorization of the Congresso di Stato:

  • medical profession and indipendent workers in general;
  • wholesale of drinks and liquors, furs, phones and jewellery;
  • all business that are set in the Agreement of the 7th May 1997, ratified with the Decree 21st July 1997 n.73 and later modifications, between the Repubblic of San Marino and Italy, regarding the Mutual Regulation of International Transport;
  • business regarding printing and commodities, numismatics and philatelics;
  • business of roads construction when their purpose is to build up secondary roads related to primary projects;
  • energy, water, gas supplies, telecommunications, call traficand phone cards business;
  • waste treatment and disposal business, including scrup iron business;
  • business of private security also using technologies and private investigation;
  • wholesales of jewellery in which the wholesale of wathces is not included;
  • business where special laws allow its authorization.

WHOLESALE
For the activities of trade wholesale it is not required a majority of corporate shares held by residents. The only constraint is the number of holdings with fiduciary mandate.

RETAIL
Retail business is free and can be a company composed also by non resident members, with exception of business in the historical centers.

The obligation of the registered office

Companies must have their registered office in the Republic of San Marino and they should provide appropriate work spaces, used exclusively for the purpose of the company.

The rent per square meter for the registered office of approximately 100 square meters varies from a minimum of € 60.00/sqm to a maximum of € 70.00/sqm per year.

The rent of the areas designated to production or to warehouse varies from a minimum of € 35.00/sqm to a maximum of € 45.00/sqm per year.

Real estate leasing: in the Republic of San Marino property leasing is very used tool and from the fiscal point of view allows the tax deductibility of both the share capital and the interest.

Tax Profiles

Legal Person

Legal Person

Taxation of Income

Income tax of legal persons proportional;

Corporate income tax exemption for the first 5 years of 50% equal to the 8,5% if:
None of the shareholders has performed business related to the activity for which they ask the abovementioned benefits the year prior to the application date. The company hires at least one employee within six months from the issue of the business license, and another two employees within 24 months (including the administrator).

Two advances to be paid by July 31 and November 30, 35% the first and 55% the second, on the previous year taxation.
The faculty to postpone the effective date of the exemption period shall not get further the third period following the issue sets

Profit Distribution

The profits from 1 January 2014 paid to individuals by corporation are subject to a withholding tax.

License Fee

Company (for companies are also provided € 350 annual tax corporate documents):

1.700,00

Ltd.

Renewal € 650,00
2.440,00

Insurance
Financial

Renewal € 2.440,00
170,00

Associations
legal entities

Renewal € 80,00

Exsemption


Note: Tax exemption for the first business license issued and for the next three fiscal years. Exemption from costs of issuing and renewing of the license for a second, third or fourth license.
Tax exemptions from licensing fee/annual renewing of the license if:

- none of the shareholders has performed activities related to the activity for which they ask the aforementioned benefits in the year prior to the application date.
, - the company hires at least one employee within 6 months from the issuance of the business licence and another one within 24 months (including the administrator)

Minimum Tax

Special tax on income (payment before March 31):

2.000,00

The amounts are doubled if the revenue from ordinary activities in the previous year exceeded EUR 300,000. Fron 2019, the tax will be reduced to 75% and 50% in 2020, and then becoming extinct from 2021.

Exsemption


Note. Exemption for the first 6 exercises.
Tax exemptions from licensing fee/annual renewing of the license if:

- none of the shareholders has performed activities related to the activity for which they ask the aforementioned benefits in the year prior to the application date.
, - the company hires at least one employee within 6 months from the issuance of the business licence and another one within 24 months (including the administrator)

taxes on imports

Ordinary Rate

Food

Animals and Meat



Capital Equipment

Unit value exceeding € 250 (covered trucks but also need specific certification on the book).

halved tax rates
car
for used goods

The vehicles usually have reduced rate, except when: are convertible, have less than 5 seats, maximum displacement 3,000 cc diesel, 2000 cc petrol.

halved tax rates for used goods


Other Taxes

ADDITIONAL TAX ON SERVICES TO INDIVIDUALS

STAMP DUTY ON SERVICES OF ADVERTISING 'AND DATA PROCESSING

STAMP DUTY ON SERVICES AGENCY REPRESENTATION AND SELLING GOODS THIRD

STAMP DUTY ON SERVICES AGENCY REPRESENTATION AND SELLING YOUR PROPERTY

Withholding

Withholding on Interest Income

Withholding on gross Compensation to not resident third parties

Separate

Separate

15% ISS + 4% FondISS

On € 24.876,94 (2018)
Social security contributions required for the Sole Director or for the Chairman and, if appointed, for the CEO (2018 data)
S.n.c. excluded.

Deductibility of the Costs

Deductibility of all cost as long as inherent to the achievement of revenues or income that form the business income , with the exception of certain types of costs that can be deducted from the value in percentage of revenues for sales and services (advertising and sponsorships to the limit of 8%, data processing and market research to the maximum limit of 10%, expenses up to a maximum of 5%).

Full deduction for the first financial year regardless of the month of the year in which the property could have been used, with the possibility of an early amortization (excluding property) for the first two years (up to 20%).

Lease finance: possibility of deduction based on the duration of the contract (also for fixed assets tax depreciation allowed is 3%). Minimum duration of lease Financial: 24 months for movables, 48 months for fixed assets (tax, however, the minimum duration of the contract is assumed to 8 years).

Individuals

tax rates


tax rates and tax brackets taxation of income of individuals.

Income brackets Tax rates
Up to € 10.000,00 9%
From € 10.000,01 to € 18.000,00 13%
From € 18.000,01 to € 28.000,00 17%
From € 28.000,01 to € 38.000,00 21%
From € 38.000,01 to € 50.000,00 25%
From € 50.000,01 to € 65.000,00 28%
From € 65.000,01 to € 80.000,00 31%
More than € 80.000,00 35%

(the brackets are adjusted every two years according to the increase of the cost of living)

COMPANY CAPITAL LAW SAMMARINESE

Withholding applied on the profit distributed.

COMPANY OF FOREIGN CAPITAL

On the profit rate applied to the border, to separate taxation.

Deduction possibilities

From the total income of the person (if an employee or retiree) expenses are deducted for the purchase of goods and services (tracked with electronic systems) conducted in the territory up to € 9,000;

From the total income of all individuals are deduced, possibly in addition to those mentioned above different types of expenses including

  • diagnostic consultation, cures and medicine not prescribable, without limits;
  • school fees for secondary school and university (maximum 5.000 €);
  • rent expenses for schools out of the territory (maximum 3.500 €);
  • 50% (80% in case of the age is less than 35 y.o.) of the rent of civil house, kindegarten fees, expenses for invalids care (maximum 5.000 €);
  • psycotherapy expenses (maximum 1.500 €);
  • funeral expences (maximum 3.000 €);
  • life or injury insurance premium (maximum € 2.000);
  • periodic alimonies;
  • making donation to the State or pubblic sammarinese institutions (deductible of the 200% on the total amount of money or on the goods value or on the service aimed tothe donation);
  • making donation to the church or associations (maximum € 1.600);
  • volounteering previdential dues (maximum € 4.000);
  • expenses for babysitting, up to the trird year of the baby (maximum € 2.000);
  • dental prosthesis and medical expenses (maximum € 1.600);
  • expenses related to environment sustenability, sismic manteinance works and improvement ofthe energy class;
  • expenses aimed to reduce water consumptions;
  • purchase and installation of photovoltaic, eolic, solar thermal, geothermical and cogeneration systems;
  • tax deduction to natural people for dependents, and more deduction if the dependents are more than two.
  • interests payable on loans granted (totally) by the State;
  • interests payable on loans granted by lien (maximum € 1.600);
  • kindergarten expenses (totally refound);
  • family assistance to permanent infermity (set amount € 5.000);
  • pre-adoption custody also for international adoption (set amount € 2.000 each parent);
  • donations for film production, cultural promotion regarding places and turism in the Repubblic (totally);
  • expenses for interventions to real estates in order to prevent someoneelse's unlawfull acts (maximum € 2.000).

Incentives

INCENTIVES: LAW No. 115 OF 29.09.2017 and further modifications

Incentives for tax Gains

Retained earlnings for investment in capital goods in the same enterprise are exempled.

Technological advancements to improve
products or production processes

€ 50.000,00

  • ADVANTAGE PERIOD: 6 years (from the start of the project) eight years for investments in excess of 7 million euro;
  • AMOUNT REDUCTION: 60% up to the maximum competition of the investment;

Construction Acquisitions Real Estate Restructuring

€ 300.000,00

  • ADVANTAGE PERIOD: 6 years (starting from the first year of the project) 8 years for investments exeeding 7 million euro;
  • AMOUNT REDUCTION: 40% up to the maximum of the investment;
  • TIES: Having at least 1 permanent employee.

Machinery and Equipment for Energy Saving

€ 20.000,00

reducing pollution
  • ADVANTAGE PERIOD: 6 years (starting from the first year of the project) 8 years for investments exceeding 7 million euro;
  • AMOUNT REDUCTION: up to the maximum of the investment;
  • TIES: Having at least five permanent employees (or three if residents).

Incentives for employing

Reduction of the tax base for economic operators that increase the average number of workers.
Requirement: having already at least five permanent employees, or three residents, (10 units if industrial production).
Two deductions, recognized also for the two years following the year in which the increase has taken place:

TAX INCENTIVES

Of the due tax for each increasing unit if the average number of permanent employees of the previous year was greater than or equal to 5;

HIRING INCENTIVES

Of the due tax for each increasing unit if the average number of permanent employees of the previous year was less than 5 employees;

However, tax credit cannot exceed 25% of the amount of due tax

Tax credit for hiring the unemployed

  • A further 5% up to 40% tax credit of the due tax if hiring unemployed workers for at least 3 months and who don't receive unemployment compensation;
  • Unemployed workers for at least one month aged 50 or more and who don't receive unemployment compensation;
  • Exemption of 50% (8.5% tax) for the first 6 years from paying business income taxes or self-employment taxes;
  • Women reintegration into workforce after maternity leave.
  • Workes with disabilities of 40% or more;

Tax credit IGR for educational activity

  • 25% of the costs incurred in any tax period up to a maxium of € 5.000,00 and for maximum 2 fiscal years over a 4 year period;
  • 40% for new sectors or for those sectors which are considered to be strategic for the economic development.

Tax incentives for internationalisation initiative

TAX CREDIT IGR

expenditure incurred for attending business initiatives events, missions, participation in trade fairs and other initiatives aimed at the research of new markets

Start-up for high-tech companies

Incentives for companies with a technological or innovative scope.

Advantages:

  • no payment of IGR for the first 5 years after inclusion in the register of the Company;
  • license fee payment exemption for the first three years;
  • the difference between the value of investments and the price paid by the shareholder-employee does not form part of labor income.
  • payment of capital liability within 3 years;
  • 5% detraction on the provision (on amount less than € 1.800.000). Plus 2% for certain branches of business. There is also a deduction of 12% related to the capital increase on the fiscal year result;
  • detraction of 5% (maximum amount € 500.000) to resident natural peolpe who gives economical or other contributions;
  • 2% in addition for certain branches of business;
  • exemptions on capital gain, achived by non-businessmen who contributed in Start Up if only the amount is re-invested in other societies with the same activity and built up since not more than 3 years.

For those who invest in the Start Up:

  • deduction of 5% of contributions (amount not exceeding EUR 1,800,000). Percentage increased by 2% in some sectors of activity. It is also granted a deduction of 12% corresponding to the increase equity, less net income for the year;
  • deduction of 5% (maximum EUR 500,000) to individuals resident who make contributions in cash or in kind. Percentage increased by 2% in some sectors of activity;
  • exemption of capital gains realized by non-entrepreneurs from the sale of shares in Stat up provided reinvested in companies involved in the same activities and consist of no more than three years.

Soft Credit

DECREE Of 04th MAy 2018 N.50
Purposes

  • Soft credits are aimed to new economical activities, to the certificarion, diversificarion and reinforcementof existing companies.

Exemptions:

  • Excluded from benefits: a) who carries out banking, financing and leasing activities; b) economic oprators who is domiciled in others house, except if the credit is aimed to the purchase of their own domicile; c) societies that practice real estate business only.

Requirements forthe credits

  • A requirement is to be licencee of industrial, services, handcrafts and commercial active business.
  • It is granted to those who requested for a licence and committed theirself to hire 1 permanent employee, from the unemployment register, within 6 months after the inclusion on the register, or there will be the suspension of the credit.

Eligible projects for the industrial activity

Maximum soft credit

€ 1.000.000,00 for maximum 2 prject about:

  • Buying assets and goods pertinent to the business

€ 50.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if individual.

maximum credit lenght


The maximum loan lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

  • Purchase, building or enlargement of real estates
The total amount of the purchasing devided for the square meters, with at least 50 mt for employee.

The maximum loan lenght is 10 years with a contribution of 70% of subsidized rate by the State.

  • Purchasing of intangible assets, of industrial patent, rights to use copyrights.
Minimum rate
€ 100.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if individual.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

    Investment

Minimum investment
€ 200.000,00

ties


Also a partial project to re-rank, modernize and/or change the object of the society at the condition to hire at least 2 permanent employees, 50% of them from the unemployment register, within 60 days after the authorization.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 100% of the subsidized rate by the State.

Eligible projects for services

Maximum soft credit

€ 1.000.000,00 for maximum 2 projects about:

  • Buying assets and goods pertinent to the business

€ 30.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

  • Purchase, building or enlargement of real estates
The total amount of the purchasing devided for the square meters, with at least 50 mt for employee.

The maximum loan lenght is 5 years with a contribution of 70% of subsidized rate by the State.

  • Purchasing of intangible assets, of industrial patent, rights to use copyrights.
with a minimum value of
€ 100.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

    Investment

Minimum investment
€ 200.000,00

ties


Also a partial project to re-rank, modernize and/or change the object of the society at the condition to hire at least 2 permanent employees, 50% of them from the unemployment register, within 60 days after the authorization.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 100% of the subsidized rate by the State.

Eligible projects for handcraft activities

Maximum soft credit

€ 500.000,00 for maximum 2 projects about:

  • PURCHASE OF SYSTEMS, EQUIPMENT AND MACHINERIES

€ 20.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual, or if it is an artistic handcraft activity with no employees up to € 50.000,00 of soft credit

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

  • Purchase, building or enlargement of real estates
The total amount of the purchasing devided for the square meters, with at least 50 mt for employee.

The maximum mortgage lenght is 10 years with a contribution of 70% of the subsidized rate by the State.

  • Purchasing of intangible assets, of industrial patent, rights to use copyrights.
with a minimum value of
€ 100.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

    Investment

Minimum investment
€ 100.000,00

ties


Also a partial project to re-rank, modernize and/or change the object of the society at the condition to hire at least 2 permanent employees, 50% of them from the unemployment register, within 60 days after the authorization.

maximum mortgage lenght


The maximum mortgage lenght is 10 years with a contribution of 100% of the subsidized rate by the State.

Eligible projects for commercial activities

Maximum soft credit

€ 500.000,00 for maximum 2 projects about:

  • PURCHASE OF SYSTEMS, EQUIPMENT AND MACHINERIES

€ 30.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual, or if it is an artistic handcraft activity with no employees up to € 50.000,00 of soft credit.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

  • Purchase, building or enlargement of real estates
The total amount of the purchasing devided for the square meters, with at least 50 mt for employee.

The maximum mortgage lenght is 10 years with a contribution of 70% of the subsidized rate by the State.

  • Purchasing of intangible assets, of industrial patent, rights to use copyrights.
with a minimum value of
€ 100.000,00

ties


Only if in the last year, at least 2 permanent employees have been hired in case of a society and just 1 if it is individual.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 70% of the subsidized rate by the State.

    Investment

Minimum investment
€ 100.000,00

ties


Also a partial project to re-rank, modernize and/or change the object of the society at the condition to hire at least 2 permanent employees, 50% of them from the unemployment register, within 60 days after the authorization.

maximum mortgage lenght


The maximum mortgage lenght is 5 years with a contribution of 100% of the subsidized rate by the State.

Eligible projects for accommodation services

Maximum soft credit

For managers of hotel facilities, open-air structures, houses and flats for turistic rent, rural turism (art. 14,15,16,17,18 law 27 January 2006 n. 22) and for logistics, transport storage, the parameter of proportion sqm/nr. of Employees is not applied, but the maximum credit is € 1.000.000,00.

maximum mortgage lenght


The maximum mortgage lenght is 10 years with a contribution of 70% of the subsidized rate by the State. It is possible to get within 2 years.

Distribution of Dividends

Distribution of dividends under the Convention San Marino - Italy

DIVIDEND DISTRIBUTION IN FAVOUR OF ITALIAN TRADERS

Taxes in San MArino

according to the art.10

the Convention
Italia-San Marino
  • None
    None if participation is held by a limited company (at least 10% of capital ) at least 12 months old

  • Tax of 5%
    In all other cases
Taxes in Italy

according to the art.10

the Convention
Italy-San Marino
  • TAX of 1,20%
    plus tax credit
    if the share is held by an Italian company.

  • THE TAXABLE ASSESSMENT IS 58,14%
    plus tax credit
    if the share is held by an Italian S.n.c.

DIVIDEND DISTRIBUTION IN FAVOUR OF ITALIAN NATURAL PERSONS

Taxes in San Marino

fixed at 5%

Taxes in Italy

  • tax of 26% on the gains from 01/01/2018

Examples of dividend distribution

GROSS PROFIT € 100.000,00

Holding SpA or
Srl ITA in RSM = 10% held
for at least 12 months

€ 100.000 to 8,5% (I.G.R. is RSM taxes) = € 91.500
Italian company profit 10% = € 9.150
R.S.M. tax= 0
Italian tax 1,20% (5% of 24% IRES) = € 109,80 + tax credit

GROSS PROFIT € 100.000,00

SpA or Srl ITA
in RSM company 10%
detained for less than 12 months

€ 100.000 to 8,5% (I.G.R. is RSM taxes) = € 91.500
share italian 8% = € 7.320
tax R.S.M. 5% = € 1.098
Italian tax 1,20% (5% del 24% IRES) = € 87,84 + tax credit

GROSS PROFIT € 100.000,00

Partecipation S.n.c. o D.I. ITA
in company R.S.M. per qualsiasi %
no time threshold

€ 100.000 to 8,5% (I.G.R. is RSM taxes) = € 91.500
share participation natural person profit 100%
Tax R.S.M. 15% = € 13.725
725 imposed on Italy 49.72% amounting to € 45,493.80 =
income tax bracket tax credit

GROSS PROFIT € 100.000,00

Investment of a natural
person who resides in Italy
in a Sammarinese company
with shares >25% of the
company's share capital or
>20% voting rights

€ 100.000 - 8,5% (RSM general income tax) = € 91.500
participation of a natural person in profit sharing 100%
R.S.M. taxes 5% = € 4.575
Italian taxes of 26% equal to € 23.790,00 =
irpef tax bracket + tax credit

Italian tax brackets:

  • up to € 15.000,00 23%
  • up to € 28.000,00 27%
  • up to € 55.000,00 38%
  • up to € 75.000,00 41%
  • more than € 75.000,00 43%

List of Agreements concluded

AGREEMENTS AGAINST DOUBLE TAXATION (IN FORCE)

As of October 2017, the following jurisdictions have signed with the Republic of San Marino agreements against double taxation currently in force.

Austria, Barbados, Belgium, Cyprus, Croatia, Georgia, Greece, Italy, Lichtenstein, Luxembourg, Malaysia, Malta, Portugal, Qatar, Romania, Seychelles, St. Kitts & Nevis, Hungary, Vietnam, Azerbaijan, Singapore.

AGREEMENT ON THE EXCHANGE OF TAX INFORMATION (IN FORCE)

Andorra, Argentina, Australia, Bahamas, Canada, China, Denmark, Faroes, Finland, France, Germany, Greenland, Guernsey, India, Ireland, Iceland, Monaco, Norway, Poland, United Kingdom, Czech Republic, Samoa, Spain, South Africa, Sweden, Swizzerland.

AGREEMENT ON THE EXCHANGE OF TAX INFORMATION (PENDING)

Indonesia, Netherlands (Holland), Vanuatu.

Labour costs

SIMULATION of EMPLOYEE ANNUAL COST

CONTRACT: Sector INDUSTRY (Precision engineering)

paid hours per month 162,50
paid hours per week 37,50
annual paid holiday in hours 195
annual hours of permission -
Months of paid 13
paid hours per month 1.388
paid annual hours 195
leave hours per year -
ACTUAL WORKING HOURS 1.643
length of service increment 8,33%
rate ISS + company Fondi ISS 26,40%
aliquota ISS + employee Fondi ISS 8,30%
FSS rate charged to company 1,00%

Please note that the table used for simulation related to precision engineers is applied on standards

framing level

Below the simulation of an employee of 3rd level employed by a firm of San Marino.

Employee Level 3rd; level
Salary 1.847,14
Total Gross Annual Salary 22.165,68
13th; Mensiità 1.847,14
Gross Annual Salary To. A) 24.012,82
Seniority Indemnity 8,33% on A) 2.000,27
Total Cost Wages 26.013,09
Cost ISS on A) + Fondi ISS 6.289,39
Cost FSS 2% on A) 480,25
Total Cost Grants 6.769,64
Annual Cost Salaries and Contributions 32.782,73
Cost Hours Wages and Contributions 16,81
IGR load dependent 1.418,11
IGR TFR load dependent 2,5% 50,01
Withholding ISS payed by employee 1.993,06
Net pay employee 22.551,90

HIRING PEOPLE REGISTERED IN THE UNEMPLOYMENT REGISTER ART. 26 DECREE 115/2017, ART.30 DECREE 119/2017 AND ART. 1 DECREE 80/2018 (ex Art.7 Law 71/2014)

It is aimed to promote hiring of people from unemployment register. There is no minimum hiring level.

TAX WAGES:

Hired worker have the right to get 100% of wages divided as follow:

from the 1st month to the 12th: 2% in charge to Cassa Ammortizzatori, and the rest to the company (98%);

from the 13th month to the 24th: 4% in charge to Cassa Ammortizzatori, and the rest to the company (96%);

from the 25th month to the 36th: 6% in charge to Cassa Ammortizzatori, and the rest to the company (94%);

from the 37th month to the 48th: 8% in charge to Cassa Ammortizzatori, and the rest to the company (92%) if there is a third level hiring.

N.B. Incentives mentioned above are halved under the second level.

TAX REDUCTION:

Tax reduction of 20% for maximum 36 months and if it is a permanent hiring. Hiring can be permanent or fixed-term contract.

N.B. If it is a fixed-term contract, there is only the 50% of tax wages mentioned above and no tax reduction, otherwise the abovementioned incentives will be applied.

If the emplyer does not tranform the contract into a permanent one within 6 months, the company will lose its right to tax wages, but it does not have to reimburse the past benefits recived. Otherwise, if the contract is transformed into a permanent one, the employer has full rights to tax reduction, plus the full tax wages for the rest of the contract, since the tranformation is done.

Incentives and reductions above mentioned, are increased of 15 points each incase of permanet hiring and 15 points in case of a fixed-term contract, in case of hiring:

  • a 3 months unemployed (12 in case of voluntary resignation) who does not collect any social security cushion;
  • a 50 years unemployed (in case of voluntary resignation, he must be in the unemployment register since 12 months, ancillary or occasional jobs excluded);
  • a woman in work re-integration after a forced interruption for maternity leave or adoption, up to the third year of the baby;
  • 40% or more certified disability;
  • a woman in the unemployment part-time register, hired for a new job, less than 25 hours a week.

Apprenticeship

Apprenticeship is a special working relationship under which the worker is obliged to give work service and the company is obliged to give or impart to the apprentice, within or outside of it, the training and education needed, in order to acquire the technical capacity necessary to:

  1. the achievement of a given professional qualification;
  2. carry out a training program and application / practice for obtaining a diploma as a professional qualification, a diploma or degree; foster placement or relocation of workers targeted require training activities to exercise the job required;
  3. to favor the position or ricollocazione contemplated of workers that need formative activity to practice the in demand duty.

Eligibility

- Young people aged between compulsory school age and 30 years old
- Persons who are unemployed for a 3 month period
- Unemployed persons who substantially change the previous working activity or the job if compared with their professional qualification

DURATION

- 6 months for an entry level hiring (2nd level)
- 12 months for mid level hiring (3rd level)
- 24 months for senior level hiring (4th level)

Wage cuts

Contributions wage

  • 1st semester: 70%
    of the salary of the specific business sector;
  • 2nd semester: 75%
  • 2nd year: 80%
  • 3rd year: 90%
  • 50% of wage taxes
  • 100% of wage taxes if the person has attended a training course at the professional training center.

Hiring while training

Reserved to young between from compulsory schooling age to 23 years old. Granted to young people at their first job, registered on the lists of job placement, in possession of Certificate or Diploma professional qualification, diploma of higher Secondary School, Bachelor's Degree, Master's degree, specialization courses and postgraduate degree in tasks related to educational qualification. The apprenticeship period may not last more than two years. The intake is indeterminate period of time. No contributions are due.

Monthly wage

1st year 80%
2nd year 85%

incentives for the reintegration of the persons who receive unemployment benefits

To reintegrate workers registered on the lists of job placement, who receive IES or unemplyment benefits. The worker shall be hired for a job almost identical to the previous one, or similar to the job for which he/she received the allowance, or a job related to his/her professional qualification. The integration must be coducted at the same working level, or at most one lower than the previous one.

Salary

100% of the contractual remuneration distributed as follows

  • a) from the 1st month to the 12th month, 2% is paid by the State (Social Security Fund), and the remaining part is paid by the company;
  • b) from the 13th to the 24th month, 4% is paid by the State (Social Security Fund), and the remaining part is paid by the company;
  • C) from the 25th month to the 36th month, 6% is paid by the State (Social Security Fund), and the remaining part is paid by the company;
  • d) from the 36th month to the 48th month, 8% is paid by the State (Social Security Fund), and the remaining part is paid by the company (companies must offer at least a 3rd level job);

Income tax deductions of 20% for employers for 36 months if the hiring is permanent.
In case of temporary employment contracts, the employee is entitled to receive both 100% of the contractual salary and 50% of the aforementioned incentives.
Note: each of the abovementioned incentives and tax deductions increase by 15% when hiring vulnerable categories.

Permanent residency

The system of permanent residency in the Republic of San Marino is governed by Law no. 118/2010 which provides that the home registry in San Marino may be granted to applicants who fall into the following cases:

  1. subject conjugate with San Marino city or child of a citizen of San Marino;
  2. titular subject of ordinary residence permit for at least five continuous years (the question of residence may also include some joint);
  3. persons holding senior management positions in health care, public security, or in banks, insurance and financial, as well as the judges of the Court of First Instance;
  4. those who hold executive positions in companies under San Marino law;
  5. Those who invest capital or they have already invested in land in productive activities with guaranteed employment commitment for the purchase of industrial factories, by the production of specific business plans, in research or in areas of particular interest for the State of San Marino.

Permanent residency and residence permit can never be granted in the following cases:

  1. if there are criminal proceedings in the Republic of San Marino or abroad for non-intentional crime for which is applied the punishment of imprisonment or interdiction of more than one year or equivalent penalties abroad
  2. if there is a failure of public order and national security;
  3. if he/she was barred from the native country ten years prior to the application date;
  4. if she/he has received an exile order for not allowing police controls or because he/she earns his/her living with money deriving from criminal activities or because he/she commit criminal activities habitually;
  5. if ten years prior to the application date the permanent residency or the residence permit of the applicant was revocated for irregolarities;
  6. if the applicant has any impediment to entry, transit or stay in countries of the Schengen area, reported or well-knowed to the local police.

Residence for business

Who owns at least 51% of a company share capital can apply for permanent residency in the Republic of San Marino provided that he/she offers a "full time" job to 1 or 3 persons registered on the list of job placement, depending on the company's business sector and creating a guarantee deposit in favor of the State of Euro 75.000,00 for the first two years up to € 150.000,00 for the follwing years.
The guarantee in favour of the State may consist in a bank deposit or by bank or insurance guarantee released by a supervised entity and it can be subsequently transferred to a property (residential or industrial) of a minimum value of € 150.000,00.
Permanent residency for who owns at least 51% of a Sammarinese company share capital is extended to spouse or cohabitant as well as children up to 25 years old.

Residence permit

Who owns at least 25% of a company share capital or is the Sole Director or the Chairman of the Board of Directors and if the company operates in specific market sectors. For example:

  1. Production of technologically advanced goods and services;
  2. Green economy sector;
  3. Arts and culture sector;
  4. Management, marketing, international relations, education, research and development activities;
  5. Traditional manufacturing sectors with low environmental impact;

To apply for the residence permit for business reasons he/she must demonstrate that he/she has an accomodation and an adequate income for self-sustaining.
It is necessary to buy an appropriate insurance policy with a minimum annual coverage of € 30.000,00
Validity of the residence permit: 12 months, renewable for maximum 5 years.
The residence permit is extended to spouse, cohabitant and children up to 25 years old.

Elective residence permit

It is possible to apply for the permanent residency in the Republic of San Marino if
a) you purchase a property (for residential or industrial use) worthing € 500.000,00 or more;
or
b) invest in a certificate of deposit for 10 years of at least € 600.000,00. In this case, the State requires one-time payment of € 10.000,00 when issuing the permanent residency.
The permanent residency can be extended to spouse, cohabitant and children up to 25 years old and for each relative it is required a one-time fee of € 20.000,00.

registered residence permit

Business projects aimed at the realization of one or more investments in the Republic of San Marino allow to highly skilled employees as well as to their relatives the access to the simplified procedure for obtaining the permanent residency.
However, in order to access the aforementioned simplified scheme, the applicant must:

  1. set up a new company;
  2. present a comprehensive and substantiated CV of all investors;
  3. present a five-year business plan;
  4. hire at least 5 residents;
  5. purchase a property worthing at least € 300.000,00, or sign a financial lease (with an initial payment of at least € 300.00,00). In both cases it is being provided a special privilege on the propriety in favor of the State as a guarantee of the reimbursement of the economic benefits (taxes, contributions, credits, employees) granted.

Permanent residency - startup

Managers and shareholders who are employees of companies which get qualified, under Decree 116/2014 and subsequent amendments and additions, as "High-tech Start Up" can obtain the residence permit for themselves and their relatives.

Address to us

Please contact Carlo Biagioli Srl.

Carlo Biagioli Srl is available to support and a assisting having the advantage of talking to a single office.

Registered Office

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Costitution Society

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Loans and
financing

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Carlo Biagioli S.r.l.
Via Piana, 7
47890 - San Marino City
Repubblica di San Marino
Mobile phone
(+39) 366 1947818

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ai sensi del Regolamento europeo (UE) 2016/679 (di seguito GDPR) e della Legge 171/2018 adottata dallo Stato di San Marino, in relazione ai dati personali da Lei comunicati alla Carlo Biagioli S.r.l. Le comunichiamo quanto segue:

Titolare del trattamento è la Carlo Biagioli S.r.l. in persona del legale rappresentante Carlo Biagioli corrente in San Marino (RSM) alla Via Piana 7.
Il Titolare può essere contattato mediante utenza telefonica al numero (+39) 366 1947818 e al seguente indirizzo di posta elettronica carlobiagioli@carlobiagioli.com
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  • adempiere agli obblighi previsti in ambito fiscale e contabile;
  • rispettare gli obblighi incombenti in relazione al mandato ricevuto e previsti dalla normativa vigente.
    I dati personali potranno essere trattati a mezzo sia di archivi cartacei che informatici (ivi compresi dispositivi portatili, elettronici, di telefonia o per l’archiviazione di massa) e trattati con modalità strettamente necessarie a far fronte alle finalità sopra indicate.
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La Carlo Biagioli S.r.l. tratta i suoi dati personali lecitamente, laddove il trattamento:

  • sia necessario alla valutazione dell’assunzione del mandato e alla successiva esecuzione del mandato medesimo, di un contratto di cui lei è parte o all’esecuzione di misure precontrattuali adottate su richiesta;
  • sia necessario per adempiere un obbligo legale incombente sulla società;
  • sia determinato per ogni altra attività utile o collegata al mandato ricevuto e comunque in ogni altra ipotesi ove lei abbia espresso consenso.
Conseguenze della mancata comunicazione dei dati personali

La mancata comunicazione dei suoi dati personali impedisce lo svolgimento dell’incarico ricevuto.

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I suoi dati personali potranno essere comunicati a:

  • consulenti e commercialisti o legali che eroghino prestazioni funzionali ai fini sopra indicati;
  • istituti bancari e assicurativi che eroghino prestazioni funzionali ai fini sopra indicati;
  • soggetti che elaborano i dati in esecuzione di specifici obblighi di legge;
  • Autorità giudiziarie o amministrative, per l’adempimento degli obblighi di legge.
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I suoi dati personali non sono soggetti a diffusione né ad alcun processo decisionale interamente automatizzato, ivi compresa la profilazione.

Diritti dell’interessato

Tra i diritti a lei riconosciuti rientrano quelli di:

  • chiedere alla Carlo Biagioli S.r.l. l'accesso ai suoi dati personali ed alle informazioni relative agli stessi; la rettifica dei dati inesatti o l'integrazione di quelli incompleti; la cancellazione dei dati personali che la riguardano; la limitazione del trattamento dei suoi dati personali;
  • richiedere ed ottenere dalla società - nelle ipotesi in cui la base giuridica del trattamento sia il contratto o il consenso, e lo stesso sia effettuato con mezzi automatizzati - i suoi dati personali in un formato strutturato e leggibile da dispositivo automatico, anche al fine di comunicare tali dati ad un altro titolare del trattamento (c.d. diritto alla portabilità dei dati personali);
  • opporsi in qualsiasi momento al trattamento dei suoi dati personali al ricorrere di situazioni particolari che la riguardano;
  • revocare il consenso in qualsiasi momento, limitatamente alle ipotesi in cui il trattamento sia basato sul suo consenso per una o più specifiche finalità e riguardi dati personali comuni (ad esempio data e luogo di nascita o luogo di residenza), oppure particolari categorie di dati (ad esempio dati che rivelano la sua origine razziale, le sue opinioni politiche, le sue convinzioni religiose, lo stato di salute o la vita sessuale). Il trattamento basato sul consenso ed effettuato antecedentemente alla revoca dello stesso conserva, comunque, la sua liceità;
  • proporre reclamo all'autorità di controllo (Collegio dell’Autorità Garante della Repubblica di San Marino).

Legal notes

The site aprireunaimpresasanmarino.com The site aprireunaimpresasanmarino.com has informational purposes only major economic administrative aspects related to the business activities in San Marino and therefore does not constitute a direct offer to the public and can not be considered a scientific platform. The information and examples are taken from laws, decrees, publications and experience at November 2018 (except for errors, inaccuracies, deficiencies and subsequent law additions) and are not intended to substitute professional advice or legal, tax, financial or administrative, being mere publicity campaign.
The information furnished by Carlo Biagioli Srl, owner of this site, are not intended to promote any kind of crime, in particular fiscal or financial.
The displayed information, examples, simulations and services, are aiming to encouraging the establishment of real companies in San Marino, but can not be considered exhaustive for the start and management of a company in San Marino.

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