You are aspiring entrepreneurs but do not know what kind of company to open and how to set it up? Do you want to know immediately all the responsibilities for the entrepreneur and for the members? In this article we try to provide the answers for those who choose to open an independent business, analyzing and comparing partnerships of people and capital.
What kind of company?
The company is an economic organization that produces goods or provides services. Depending on the sector of activity in which it operates, our economic system places them in three macro-sectors :
- Primary (agriculture, forests, animal husbandry and fishing);
- Secondary (manufacturing, mining, production, construction);
- Tertiary (service activities, including the PA).
=> Discover rules and incentives for starting a business
Companies are also distinguished on the basis of profit. In this area there are companies working to achieve a profit to be allocated to the owner or partners of the company, and the companies ‘ non-profit ‘, non-profit organization such as non-profit , non-profit organizations of social utility, which operated as a manager, like any private company, they operate with the constraint of covering costs but do not distribute profits to the owners (to set them up, they need a “found raising”, search for donors and sponsors consistent with their mission).
=> Find out how to choose the right activity
What legal form?
The companies are also distinguished in partnerships (Snc and Sas) and joint-stock companies (Srl and SpA).
In order to set up an SNC (a collective company), a written document must be registered with the Business Office, which must include: general information on the shareholders, company name, indication of the shareholders who are responsible for representing the company, corporate purpose, indication of the registered office, contributions by each member, services to which all the members are obliged, duration of the company and methods for the distribution of profits and losses.
The partners they are unlimitedly and jointly responsible for social obligations. Amounts can not be distributed among the members if they are not actually obtained profits and, if a loss of the share capital occurs, it is not possible to distribute profits until the share capital itself has been reinstated or reduced accordingly.
=> Business creation: instructions for use
The SaS (limited partnership) has two categories of members: general partners and limited partners. The difference between the two types consists of the greater obligations and responsibilities provided for the general partners with respect to the limited partners. The limited partners, in fact, respond for solidarity obligations limited to the quota conferred while the general partners are unlimitedly responsible. The greater responsibility is compensated by the fact that only the latter can represent society and make their names appear in the company name.
=> Establishment of a Srl
La Srl (limited liability company) is a limited company and responds to social obligations with its assets. The minimum capital is 10,000 euros, however, special limited liability companies with a share capital of one euro are under development. If the company formed a unilateral act, it becomes “unipersonal limited liability”. The characteristic of this company is the presentation of a single member.
=> How to open a simplified Srl
The SpA(Società per Azioni) is a capital company with patrimonial autonomy. The company repays its debts with assets. The member’s quality is obtained through the purchase of shares. The shareholders, however, do not administer the company nor can they take direct knowledge of the documentation relating to the administration activity. When the capital is reduced by more than a third as a result of losses, the directors must convene the meeting. If, within the next financial year, the loss is not reduced by at least one third, the shareholders’ meeting or supervisory board approving the financial statements must reduce the capital corresponding to the loss ascertained. If the loss involves the reduction of the capital below the legal minimum, currently equal to 120,000 euros,
As with the company, the corporate law reform offered the possibility of setting up a joint-stock company by a unilateral deed, ie with a single shareholder ( read more ).
The limited partnership for Shares presents the typical elements of the SpA and the Sas Sono, in fact, there are two categories of shareholders: the general partners, necessarily administrators, respond solidly and without limit for the social obligations; the limited partners must only make the transfers to which they are obliged to subscribe the shares.