We remind you that, as provided for by Article 30, paragraph 1, of Law No. 724/1994 and as amended by Legislative Decree No. 192/2024, companies incorporated in the form of a Spa, Sapa, Srl, Snc or Sas, as well as companies and entities of any type that are non-residents, with a permanent establishment in the territory of the State, are deemed to be non-operational (so-called 'of convenience') whether the total amount of revenues, increases in inventories and income, excluding extraordinary ones, resulting from the profit and loss account, where prescribed, is less than the sum of the amounts resulting from applying the following percentages:
- 1% for securities and participations, pursuant to Article 85(1)(c), (d) and (e) of the Consolidated Law on Income Tax, shares in partnerships, even if they are recorded as financial fixed assets, increased by the value of the receivables;
- 3% for fixed assets consisting of immovable property, including leased property. For real estate classified in the cadastral category A/10, the above percentage is reduced to 2.5%; for real estate for residential use acquired or revalued during the financial year and the two preceding years, the percentage is further reduced to 2%; for all real estate located in municipalities with a population of less than 1,000 inhabitants, the percentage is 0.50%;
- 6% for ships ex art. 8-bis, par. 1, lett. a), Presidential Decree no. 633/1972 (also leased);
- 15% for other tangible and intangible fixed assets, including finance leases;
except in cases of exclusion (e.g. companies in their first tax year) or specific disapplication.
The so-called 'operability test' for verifying the requirements takes as a reference the revenues and income, as well as the values of assets and fixed assets according to the average results for the financial year and the two previous years.
The value of assets is to be assumed in accordance with Article 110 of the TUIR, i.e. gross of depreciation allowances, while for leased assets, the cost incurred by the lessor company is assumed, or, in the absence of documentation, the sum of the lease payments and redemption price resulting from the contract.
Entities that are found to be 'shell companies' will have to declare a minimum income, determined by applying the percentages laid down in Article 30 to the aggregates of assets.
For non-operating companies and entities, the annual VAT credit cannot be claimed for reimbursement, offset or transferred. If for three tax periods consecutive years, the non-operating company or entity carries out VAT-relevant transactions to a value below the minimum revenues, the VAT credit is not carried forward any further and, in fact, is lost.
While remaining at your disposal for any doubts or requests for clarification, we would like to take this opportunity to extend our best regards to all.