OpenAccountants/San Marino/San Marino Company Formation & Entity Choice

San Marino Company Formation & Entity Choice

Name: OpenAccountants MCP Server
Author: OpenAccountants

Source-cited draft: company formation & entity choice for San Marino (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.

Applicable period 2025Source-cited draft· Last updated Jun 25, 2026

Source-cited draft.Written from sources but not reviewed by a licensed practitioner, so it may be incomplete or wrong. General reference only; don't file or take a position on it without professional review.

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Key figures — San Marino, 2025

Every figure is drawn from this Tax Guide and cited to its source.

SRL (limited liability company)

Società a responsabilità limitata — quota capital; can have a sole memberSan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

SPA (joint-stock company)

Società per azioni — share capital; can have a sole memberSan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

SRL minimum capital

EUR 25,500San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

SRL capital payment timing

Half paid within 60 days of registration, balance within 3 years; if sole member, full amount within 60 daysSan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

SPA minimum capital

EUR 77,000San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

SPA capital deposit

Full share capital deposited into a corporate bank account prior to incorporationSan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

Sole proprietorship

Lavoro autonomo individuale / impresa individuale — available for individuals carrying on business or a professionSan Marino Company / Economic Activity Law (https://www.deel.com/blog/sole-proprietorship-san-marino/)

Director residence requirement

Generally at least one director must be resident in San Marino ((confirm current rule with local counsel))San Marino Company Law (https://www.healyconsultants.com/san-marino-company-registration/setup-llc/)

Incorporation procedure

Articles of incorporation drafted and executed by notary, registered with the tax registration office, then entered in the companies register at the Office for Economic Activities; an economic-activity licence is required to operateSan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

Minimum members / directors

One shareholder and one director sufficient for both SRL and SPASan Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino)

Core annual compliance

Keep statutory accounting records, file annual financial statements, file the annual IGR return, and operate ISS/payroll obligationsSan Marino Company Law and Law no. 166 of 16 December 2013 (IGR) (https://www.camcom.sm/en/doing-business-in-san-marino-2/favourable-taxation/)

Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.

The full Guide

Entity types, capital and incorporation

SRL (limited liability company) — Società a responsabilità limitata — quota capital; can have a sole member (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
SPA (joint-stock company) — Società per azioni — share capital; can have a sole member (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
SRL minimum capital — EUR 25,500 EUR (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
SRL capital payment timing — Half paid within 60 days of registration, balance within 3 years; if sole member, full amount within 60 days (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
SPA minimum capital — EUR 77,000 EUR (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
SPA capital deposit — Full share capital deposited into a corporate bank account prior to incorporation (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
Sole proprietorship — Lavoro autonomo individuale / impresa individuale — available for individuals carrying on business or a profession (San Marino Company / Economic Activity Law (https://www.deel.com/blog/sole-proprietorship-san-marino/))
Director residence requirement — Generally at least one director must be resident in San Marino ((confirm current rule with local counsel)) (San Marino Company Law (https://www.healyconsultants.com/san-marino-company-registration/setup-llc/))
Incorporation procedure — Articles of incorporation drafted and executed by notary, registered with the tax registration office, then entered in the companies register at the Office for Economic Activities; an economic-activity licence is required to operate (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
Minimum members / directors — One shareholder and one director sufficient for both SRL and SPA (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))
Core annual compliance — Keep statutory accounting records, file annual financial statements, file the annual IGR return, and operate ISS/payroll obligations (San Marino Company Law and Law no. 166 of 16 December 2013 (IGR) (https://www.camcom.sm/en/doing-business-in-san-marino-2/favourable-taxation/))

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Entity types, capital and incorporation

SRL (limited liability company) — Società a responsabilità limitata — quota capital; can have a sole member (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

SPA (joint-stock company) — Società per azioni — share capital; can have a sole member (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

SRL minimum capital — EUR 25,500 EUR (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

SRL capital payment timing — Half paid within 60 days of registration, balance within 3 years; if sole member, full amount within 60 days (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

SPA minimum capital — EUR 77,000 EUR (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

SPA capital deposit — Full share capital deposited into a corporate bank account prior to incorporation (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

Sole proprietorship — Lavoro autonomo individuale / impresa individuale — available for individuals carrying on business or a profession (San Marino Company / Economic Activity Law (https://www.deel.com/blog/sole-proprietorship-san-marino/))

Director residence requirement — Generally at least one director must be resident in San Marino ((confirm current rule with local counsel)) (San Marino Company Law (https://www.healyconsultants.com/san-marino-company-registration/setup-llc/))

Incorporation procedure — Articles of incorporation drafted and executed by notary, registered with the tax registration office, then entered in the companies register at the Office for Economic Activities; an economic-activity licence is required to operate (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

Minimum members / directors — One shareholder and one director sufficient for both SRL and SPA (San Marino Company Law (https://lawstrust.com/en/company-formation-preferential-taxation/san-marino))

Core annual compliance — Keep statutory accounting records, file annual financial statements, file the annual IGR return, and operate ISS/payroll obligations (San Marino Company Law and Law no. 166 of 16 December 2013 (IGR) (https://www.camcom.sm/en/doing-business-in-san-marino-2/favourable-taxation/))