ITALY Law and Practice Contributed by: Emidio Cacciapuoti, Giorgio Bobba and Davide Massiglia, ADVANT Nctm
Supporting the Italian venture capital ecosystem With the aim of increasing financial resources dedicated to the Italian start-ups and venture capital market, Article 33 of Law No 193 of 16 December 2024 (Annual Market and Competi - tion Law), inter alia, introduced new rules that make the recognition of the aforementioned tax exemption regimes for mandatory Italian pen - sion funds and other non-mandatory Italian pension funds on returns from, inter alia, certain investment funds (see “Tax Incentives” section of 2.6 Tax Regime ) subject to the condition that they invest in “Venture Capital” AIFs an amount equal to at least 5% of the basket of “qualified investments” (a maximum of 10% of their assets) resulting from the previous year’s statements. This restricted portion in favour of investments in “Venture Capital” AIFs will increase to 10% of the basket of “qualified investments” from the year 2026. Additionally, Law No 162 of 28 October 2024 introduced a key amendment concerning the SIS (see the “Fund Structures” section of 2.1 Fund Formation ) as part of a broader reform aimed at introducing tax incentives and invest - ment benefits for start-ups and small and medi - um-sized enterprises (SMEs). In this context, the maximum net asset threshold for SIS was raised from EUR25 million to EUR50 million, thereby expanding their investment capacity.
• Risk retention requirements, obliging loan- originating AIFs to retain 5% of the nominal value of loans transferred to third parties. Retention periods are defined as follows: (i) until maturity, for loans with a term of up to eight years, or for loans to consumers; and (ii) for at least eight years for other loans. • Enhanced credit risk management require - ments, obliging AIFMs to establish and maintain robust policies, procedures, and processes for assessing credit risk and man - aging loan portfolios. These must be reviewed and updated at least annually. • Flexibility for Member States, which may: (i) implement stricter rules for specific categories of AIFs; or (ii) prohibit AIFs from granting loans to consumers for reasons of public interest. AIFMD2 also provides transitional measures for certain requirements applicable to AIFs estab - The AIFMD2 must be transposed into national law by 16 April 2026, with certain reporting obli - gations on delegation agreements taking effect from 16 April 2027. In Italy, the implementa - tion will require alignment with existing national legislation, including the Consolidated Law on Finance (TUF) and the Bank of Italy’s Regula - tions on Collective Asset Management. lished prior to its adoption. Implementation Timeline
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