Law No. 193/2024 (in force since 1 January 2025) has radically amended the Italian discipline on the recognition and permanence of innovative start-ups (start-up innovative) in the special section of the Commercial Registry (Registro delle Imprese).
What’s New for Start-ups in 2025
The new provisions – operational since 2025 and clarified by Circular 29th July 2025 of Ministero delle Imprese e del Made in Italy – provide a radical and systematic update to: a) the requirements for registration; b) the criteria for maintaining the innovative-start-up status, and c) the opportunities for extending special recognition, seeking to boost the growth and development of the most innovative businesses.
In summary, these are the key points of the new framework
- new requirements for registration in the special section of the Commercial Register;
- permanence beyond 3 years: to retain the special status additional requirements are mandated;
- extension beyond 5 years: the “scale-up” phase;
- deadlines and procedures for existing companies to comply with the new regime.
To be recognized as an innovative start-up, a company must:
- meet the EU definition of SME (Recommendation 2003/361/EC) – this requirement shall also encompass linked or partner enterprises;
- exclude businesses mainly engaged in consultancy or agency activities (in particular ATECO codes 70.2, 74.99, and related subcodes);
- file an annual self-declaration certifying compliance with these requirements.
New Requirements for Start-ups from the Fourth Year Onwards
From the fourth to the fifth year, start-up status can only be maintained if the company demonstrates at least one of the following additional requirements:
- research and development expenses equal to at least 25% of the higher value between cost and production value
- Employment of at least one PhD researcher (or equivalent qualification)
- Collaboration agreements with universities or other public research bodies
- Capital increase of at least €100,000 from professional investors
- Ownership of registered patents
Extension of Innovative Start-up Status
One of the most anticipated changes introduced by the amendment is the possibility of remaining in the special register for up to seven years, provided the company demonstrates that it is in a phase of accelerated growth (scale-up).
This can be manifested, for example, by:
- a capital increase exceeding €1 million by an UCITS;
- an annual revenue increase of more than 100% compared to the previous year.
The extension may also be granted for two additional two-year periods, provided the conditions are met by the company.
Compliance Obligation for Previously Registered Start-ups
Start-ups already registered as of 18 December 2024 shall comply with the new requirements within:
- 6 months (i.e. no later than june 2025), if they had been registered for more than three years before the entry into force of the amendment.
- 12 months (i.e. no later than january 2026), if they had been registered for less than three years.
Companies established for over 60 months will be removed ex officio from the special register, unless they transmigrate into the innovative start-up category.
