ITALY Law and Practice Contributed by: Guido Alberto Inzaghi, Ivana Magistrelli, Silvia Gnocco and Gabriele Paladini, SI – Studio Inzaghi
In terms of the new trends in the market, start- ups and venture capital firms are increasingly focused on enhancing the tokenisation of real estate assets. This innovation aims to boost market liquidity and enable greater investment fragmentation. While these technologies are still in the early stages of implementation, they hold significant potential to emerge as a viable alter - native investment channel for small to medium projects, accessible to both retail and institu - tional investors. Furthermore, Italy continues to play a leading role in European real estate crowdfunding, rank - ing as one of the largest markets on the conti - nent. In 2024, real estate crowdfunding in Italy experienced significant growth, with a total of EUR167 million raised through real estate lend - ing crowdfunding platforms. Additionally, in the real estate equity crowdfunding segment, annual fundraising reached EUR48.4 in 2024. Since 2024, the Milan real estate market has been facing lag because of ongoing investi - gations by the Public Prosecutor’s Office into alleged illegal construction activities linked to various development projects. This issue has gained national attention, leading to the approval of a law of authentic interpretation by the Cham - ber of Deputies, which is currently awaiting Sen - ate approval. 1.3 Proposals for Reform A raft of tax reforms, including changes affect - ing VAT on real estate transactions, particularly for residential properties are being introduced in Italy. These changes are driven by Law No 111/2023, which empowers the government to reform the tax system. The VAT reform should broaden the VAT upon option (in lieu of the VAT exemption) in case of lease of residential proper - ties in order to align the VAT regime of residential
leases with the VAT regime of leases of commer - cial properties (for which any landlord can opt for VAT). The amendment is aimed at eliminating the negative impact of VAT exempt leases on the VAT deduction and fostering investment in residential properties built to rent. 2. Sale and Purchase 2.1 Categories of Property Rights The categories of property rights that can be acquired are: • absolute freehold or full ownership ( piena proprietà ): the right to fully enjoy and dispose of the property; • right to build or surface right ( diritto di super- ficie ): the surface right is either the right to build on a third party’s property and, sub - sequently, to purchase the property of the building built, or the right to sell the existing building separately from the land itself; • beneficial interest ( diritto di usufrutto ): the right to enjoy a third party’s real estate for a specific and limited period of time; • right of use ( diritto d’uso e di abitazione ): the right to use real estate in order to meet the needs of the person holding the right and those of their immediate family; and • long lease ( diritto di enfiteusi ): the right to enjoy a property owned by a third party, simi - lar to those granted to a full owner. Standard Italian transactions refer to sale and purchase or absolute freehold/full ownership. 2.2 Laws Applicable to Transfer of Title The Italian Civil Code governs the transfer of title, along with tax, zoning/planning and cadas - tral regulations.
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