Businesses
Managing a business is an activity that deals with a complex and articulated reality.
Regardless of size, turnover or number of employees, you operate in markets characterized by changes and evolutions where national and international rules, obligations and regulations are constantly changing.
This is precisely why the entrepreneur is looking for guarantees on the accurate evaluation of each situation and effective solutions for the needs of his company.
Professionals
The freelancer who practices an intellectual profession, protected by the register of membership, independently, without subordination is a complex and difficult activity.
It is subject to a framework of constantly evolving fiscal, social security, contributory, financial, accounting rules and obligations, which is why it is necessary to guarantee with consistency and professionalism each of its fulfillments.
Self-employed workers
The self-employed worker resulting from changes in the world of trade and production of goods and services has become increasingly important.
Therefore, it requires planning of its activities, in relations with Bodies and Institutions, continuously updated on regulatory news and changes.
Tax, administrative and accounting consultancy
Tax assistance, planning and optimization of direct and indirect taxes, administrative tasks, simplified and ordinary accounting.
InfoTax assistance
Tax assistance provides support in meeting tax deadlines and an analysis of the client’s characteristics to identify the best possible solutions and any critical issues on which to intervene promptly, preventing and reducing the risks that could arise from incorrect fiscal behavior.
Administrative Consulting
Administrative and accounting consulting requires that skills and resources are made available to assist companies in carrying out administrative functions through bookkeeping, payroll processing, preparation of the financial statements and explanatory notes, and to verify that all tax obligations are fulfilled promptly; thus freeing the customer from tasks not directly related to their core business!
Corporate consultancy
Company appraisals and valuations, company branches and shareholdings, contracts
Corporate consultancy guarantees companies the essential support in all phases of their life, both in moments of expansion of the business and company growth, and in the event of significant changes or downsizing of the organizational and/or production structure.
Transferring residency to San Marino
Advice on joining the simplified regime for granting registered residence in favor of foreign investors
Advice on joining the simplified regime for granting registered residence in favor of natural persons who have never been fiscally resident in the Republic of San Marino and produce income abroad
Advice on joining the simplified regime for granting registered residence in favor of retired foreign investors from European Union countries, Switzerland and those identified with a specific regulation of the Congress of State
Setting up a company in San Marino
Constitution, modification and dissolution, negotiation and stipulation of contracts, outsourced management
The Companies Law dated 23 February 2006 n.47 provides that companies having their registered office in the territory of the Republic of San Marino are subject to the laws of San Marino and, if their purpose is an economic activity carried out for the purpose of dividing profits between the members, they must be constituted according to one of the types regulated by that law.
Tax planning
Correct management of corporate taxation and corporate and/or personal assets
Tax consultancy aimed at obtaining correct planning is essential for the correct management of the company’s taxation, whether it is already up and running or in the process of being set up, to identify the solutions most in line with the current regulatory context or, in the start-up phase, to direct the choice towards the most suitable legal form and the most convenient accounting regime.
Trust consultancy
The trust institution in San Marino for the purposes of asset protection, generational transition, liquidators, guarantees, protection of vulnerable subjects, holding of shares, professional trustee and resident agent positions.
The law on the trust institution dated 1 March 2010 n.42 provides that a trust exists when a person is the owner of assets in the interest of one or more beneficiaries, or for a specific purpose pursuant to the Law. The jurisdiction of the Judicial Authority in matters of trusts exists when the defendant has domicile, residence, or registered office in San Marino or the trust is administered in San Marino or the law applicable to the trust is the law of the Republic of San Marino or the parties have agreed to submit the dispute to the Judicial Authority of San Marino. The jurisdiction of the Judicial Authority may be waived in favor of a foreign judge if the waiver is provided for in the trust deed or if it is agreed in writing.
Auditor, Administrator, Liquidator, Bankruptcy Procedures
Supervision of compliance with the law, the statute and the principles of correct administration by the social bodies; exercise of accounting control
The Auditor is the professional responsible for verifying that management events are correctly recorded in the accounting records, that the financial statements correspond to the results of such records and the checks carried out and that the same complies with the regulations that govern it. The general principles to which the Auditor must adhere are:
• independence;
• integrity;
• objectivity;
• competence and diligence;
• confidentiality;
• professionalism;
• compliance with technical principles.
The Auditor is also required to comply with the rules of professional ethics. Professional updating is a prerequisite for the quality and prestige of professional performance as well as a guarantee of protection of the public interest. Those registered in the Register of Auditors are required to maintain and continually improve their professionalism on the subjects of their professional activity through the performance of learning activities. The Auditor and auditing firms are required to obtain a suitable insurance policy to cover the risks arising from the exercise of the activity of Auditor.
The Director
The directors have the power to carry out all acts necessary or useful for the pursuit of the corporate purpose, with the exception of those for which the law or the bylaws require a resolution by the assembly. In joint-stock companies, the directors are appointed by the assembly and, for the first period of office, are appointed in the articles of association. Where the management of joint-stock companies is assigned to more than one person, they shall constitute the board of directors, whose functioning must be regulated by specific bylaws and in accordance with the provisions of the law on companies. The board of directors, if the bylaws or the meeting allow it, may delegate part of its powers to an executive committee composed of some of its members or to one or more managing directors. In any case, the delegation may not extend to powers relating to the preparation of the financial statements and to the obligations in the event of a reduction in share capital due to losses. The power of representation, through which the company acquires rights, assumes obligations and appears in court, belongs to the directors within the limits set by the bylaws. In companies managed by a board of directors, the power of representation belongs, unless otherwise provided in the bylaws, to the president. The power of representation also belongs to the managing directors or to the President of the Executive Committee, if appointed, within the limits of the delegation granted to them. The directors who represent the companies may perform all acts that fall within the corporate purpose, except for the limitations that result from the law or the bylaws. Failure to comply with the limits deriving from the corporate purpose or the bylaws may not be opposed to third parties in good faith.
The Liquidator
When a cause for dissolution of the company occurs, the directors must call a meeting to appoint the liquidators. The liquidators may perform acts of alienation and conversion of the company assets, may accept payments and collect credits, appear in court for the company, settle and compromise, except for the duty to obtain the authorization of the Law Commissioner in the case of transactions concerning real estate. The liquidators may not perform transactions or initiate proceedings in the name of the company other than what is strictly necessary to complete the liquidation. For the management of any business activities, useful for the purposes of the liquidation, the prior authorization of the Law Commissioner is required in any case. Liquidators must perform their duties with the professionalism and diligence required by the nature of the assignment. Compulsory liquidation is ordered by the Law Commissioner, at the request of a director, a statutory auditor, or a corporate creditor, or even ex officio, when the company is clearly insolvent and the conditions for initiating bankruptcy proceedings do not exist. The compulsory liquidation order contains the appointment of the judicial liquidator, is recorded in the Register and is published ad valvas Palatii and in the Tables of the Public Palace.
Payroll Service Labour Consultant
Labour law consultancy and pay slip preparation in compliance with National Collective Labour Agreements
