Blog Index

IBS Blog index servizi

BUSINESS OPPORTUNITIES

BUSINESS NEWS
List of abroad opportunities, specialized services, Business opportunities

RENEWABLE

GRID PARITY PV ITALY – WE ARE LOOKING FOR LAND PLOTS TO BUILD GRID PARITY PHOTOVOLTAIC INSTALLATIONS : IBS will provide for all the bureaucratic procedure, from the submission of the documents to the issuance of the Autorizzazione Unica ( authorization ). There are already agreements with the investors ready to buy the Authorizations once they have been completed . The size of the installations starts from 5 MW and can go till 50 MW or more . The investors are also interested in buying ready to build Authorizations .

OTHERS:

ITALY : We look for photovoltaic systems already connected to the grid, both ground installations and tracking installations or bus shelters for buyers ready to buy. Requirements: power exceeding 900 Kw and no adiacency problems which may cause the suspension of incentives after GSE visit. If you are interested here the data to be supplied in a first phase: precise Name SPV of the company at the head of which stands the GSE contract; precise power of the installation; precise geographical location of the installation. Contact us
ITALY : we look for concessions in Italy both eolic and photovoltaic in order to build installations of 10 – 20 MW or more power. Contact us
POLAND : for other buyers we look for concessions within the photovoltaic field in Poland starting form 1 MW. Contact us
INSTALLATIONS AND ABROAD PROJECTS : for investors and buyers we look for installations with incentives linked to the grid in established abroad countries. Moreover interesting are the projects for building photovoltaic and eolic parks which have authorizations already to build and tariff with state body. Contact us

ABROAD CONSTRUCTION JOB ORDER
We report infrastructure / construction works to be carried out in non-EU countries. Contact us

AGRI-BUSINESS AND FOOD FARMING CHAINS
We supply turnkey food farming chains, milk-meat, tomato, chickens, greenhouses, etc.

HOUSING AND REAL ESTATE
Trade structures at income in the market. Contact us
We look for heaven earth in Milan with active rent for investor. Contact us
We seek for investors for interesting real estate development projects with a potential manager already available. Contact us.

TRADING

FUEL AND OIL PRODUCTS
Visit the page for procedures and products list from the raffineries

AGRI-FOOD PRODUCTS
Agrifood catalogue, products and offers Food and Beverage

VEGETAL OILS
Sunflower oil, soybean oil, corn oil, rapeseed oil, palm oil, UCO

INTERNATIONALIZATION AND OPPORTUNITIES

INTERNATIONAL RELATIONS
- Country Profile and articles about Macro-economy, Geopolitics, Cross Culture

IBS FOREIGN DESKS
- Desks of IBS foreign Network, Services and Opportunities

BECOME AN IBS PARTNER
- Consultancy offer for Service companies, Institutions, Trade Associations

EUROPE: OPPORTUNITIES, CONTRACT NOTICES, TENDERS, UE PROGRAMS TOWARD NON-MEMBERS COUNTRIES
- Bruxelles ICE Agency Newsletter and Opportunities

FAIRS, MISSIONS, INCOMING BUYERS AND TRADERS
- Missions and Fairs abroad, and Buyers and Traders Incoming in Italy

PANDORA TRADES INTERNATIONAL B2B PLATFORM
- Discover the Promotions for the Membership to the Pandora B2B Platform to directly contact Foreign Clients, Distributors, Suppliers

FINANCED TRAINING AND EQUAL FUNDING
- Financed training, Export & Internationalization, Foreign markets Check-up, through Interbranch Equal Funding

UNIVERSITY RESEARCH, INNOVATION AND TAX SAVING
- Tax Credit and Training by Decree 145 on the University funding

CONSULTANCY SUBJECTS

ABC HANDBOOK ABOUT EXPORT – IMPORT FUNDAMENTALS – EXPORT
- Table of Contents and Requirements to start an Import – Export business
- Finding a trading Partner, advantages of a Broker, Business agent, Distributors
- Trading operations abroad and participation to Fairs
- Main Documents to be used in Foreign Trade
- Customs tariff and Duties
- Methods of delivery of goods, delivery Times, Quality, Shipments, Incoterms
- Methods of Payment and Debt collection
- Essentials of electronic commerce
- Import – Export sector-specific rules for Food, Cosmetics, Jewellery, Textile

CUSTOMS CONSULTANCY
- Incoterms 2010
- Essentials of the Origin of Goods
- Preferential Origin arrangements of the European Union
- Advantages of AEO (Authorized Economic Operator) Approved Exporter Status
- Customs glossary, useful vocabulary for a correct communication with Customs
- Free Download – Customs Area

TAX CONSULTANCY
- Free Download – International Taxation Area

LEGAL ADVICE
- Essentials of International Contracts
- Ordinary Justice or Arbitration / ADR (Alternative Dispute Resolution)
- Free Download – Legal Area

ADVICE ON TRADE & EXPORT FINANCING, CREDIT INSURANCE AND SACE
- Management of the operations of Documentary Credit and International Bank Guarantees
- SACE, Export Credit Agency to ensure credits and to protect Investment
- OCSE – OECD Credit Risk Map
- Free Download – Export Credit Risk from OECD

SUPPLY CHAIN CONSULTANCY
- Essentials of Logistics and Transport

BUSINESS PLAN ADVICE
- Business Model Canvas and other Strategy Tools for drawing up the Business Plan
- Essentials of Business Planning, in the Export and FDI (Foreign Direct Investment)
- Free Download – Examples of simplified Business Plan

ARTICLES ABOUT SECTOR- SPECIFIC SUBJECTS

BUSINESS OPPORTUNITIES
- Business opportunities in Foreign Markets and Countries, through projects, Joint Ventures, Contract notices, Tenders
- Opportunities for investors in the framework of financial investment projects and in special projects

FOOD AREA
- Requested Buyers, Importers, Distributors for Food and Beverage products from UE – EXTRA UE Countries
- Download IBS TRADING Food & Beverage Catalogue
- Requested Food and Beverage products for EXPORT
- Beef Carcass Evaluation through EUROP International System
- Organic Argan oil Certified by USDA, ECOCERT and cosmetic products
- Iranian and Moroccan saffron

CERTIFICATIONS
- HALAL certification, food allowed in the Arab world according to the Islamic rite

CRISIS MANAGEMENT
- Crisis or disaster management and immediate Humanitarian actions

COMMODITIES
- Firewood
- Pallet: its role in the Export, from the packaging, to the goods and machinery storage, to the merchandise transport in the foreign international trade
- Pellets

CONSTRUCTION, BUILDING
- Bio-construction and Environmentally-friendly Building, White Home project, “custom-made houses”, antiseismic, environmentally-friendly and intelligent housing solutions
- Used earth-moving machinery, vehicles and goods from leasing-returns or auctions

HUMAN CAPITAL DEVELOPMENT
- Coaching as a solution for personal and professional success

SPECIALIST SERVICES FOR HOTELS AND ACCOMMODATIONS
- Summary of the Services for Hotels and Accommodation and methods of provision

International Relations

Area Relazioni Internazionali Politica Internazionale

International Relations

In this webpage we will publish articles about geopolitics, macroeconomics, politics and International Relations. The focus of our attention will be Africa, country where we are more interested in; however we will also publish contents about other territories and geographical areas, when the events could have some consequences in the global macroeconomic scenarios and in the internationalization supporting the export companies.

Information about the foreign countries

SUB-SAHARAN AFRICA
- Benin
- Ghana Country Profile
- Kenya: Renewable energies in kenya
- Fishing in Mauritania
- Nigeria Country Profile
- South Africa Country Profile
- Tanzania Country Profile
- Tanzania Opportunities for investors in the Mining and gold and diamond concessions industries
- Uganda Country Profile

LATIN AMERICA
- Bolivia, the economic miracle in Latin America, the case of Bolivia
- Infrastructures in Brazil
- Brazil: although the Economy slowdown, it is an attractive market

ASIA
- China: Incoming in Italy buyer and foreign operators’ from China
- South Korea and Japan, Services for developing “Made in Italy” products
- International Relations Italy Iran
- Iran
- Turkey Country Profile
- Turkey: an emerging country in the middle of the Gulf conflicts
- Turkey and the European Union one step from divorce ?

EU
- Paris Agreement
- Brexit
- Brexit consequences
- Bulgaria: Trade Missions Abroad in Bulgaria
- Poland and SEZ
- Spain Canary Islands (startup and innovation)
- Sweden renewable

MENA
- Algeria Country Profile
- Morocco Country Profile
- Microcredit and Human Development in Morocco
- Tourism and Microcredit in Morocco
- Morocco and North Africa: new targets for the multinational corporations?
- Tunisia Country Profile
- Tunisian Arab Spring: the success of the Arab Springs
- Tunisia: Jasmine Revolution 5 years later

RUSSIA
- Russia – The Eurasian Customs Union and Trade with Russia

US
- Donald Trump’s economic plan
- Immigration in the US: the permanent and the temporary ways

Socioeconomic issues

- ONU ( United Nations )
- EU Japan, economic partnership agreement
- ECOWAS – CEDEAO and Nourdign project, to ensure dignity to african women
Developing countries: how to escape the poverty trap?
- China and Africa: the perfect union
- EU-Mediterranean Partnership and the European Neighborhood policies
- The Transatlantic Trade and Investment Partnership (TTIP): earnings in a high price
- MERCOSUR, the Free Trade Zone in South America: an agreement that have to be renewed
- NAFTA Agreement vs European Union: comparison between agreements
- EU and immigration

Desk of the IBS Foreign Network – Services and Opportunities

IBS FOREIGN DESK

Import-export Manual, Table of Contents, and business commencement

Manual ABC of Import Export

TABLE OF CONTENTS OF THE MANUAL “THE ABC OF IMPORT-EXPORT”

0. Introduction
1. How to set up an import-export business and what the related administrative formalities are;
2. How to choose your trade partner;
- Country-risk assessment and approaching foreign markets;
- The forms of commercial co-operation: sales agents, brokers and distributors;
- How to find a foreign partner, the services offered by the Enterprise Europe Network, by the Italian Chambers of Commerce located abroad and by the Italian diplomatic offices abroad;
3. Commercial operations and foreign trade;
- Destination/origin of goods; goods shipped to/received from EU countries and from Non-EU countries.
- Requested documents when carrying out foreign trade operations in Italy: the Transport Document (Documento di Trasporto/DDT) the Single Administrative Document/SAD (Documento Amministrativo Unico/DAU);
- Community and national customs tariffs in use;
- Duties;
4. Quality and delivery of goods;
- Delivery of goods: place and time of delivery;
- Quality of goods;
5. Payment and debt collection;
- Most common means of payment and guarantees;
- Debt collection: how to determine the competent jurisdiction, what the European enforcement order and the European order for payment are, alternatives to ordinary courts (arbitration and conciliation);
6. E-commerce;
- Administrative formalities;
- Online contract;
- Fiscal aspects;
7. Specific sectoral regulations;
- Foods and beverages, certifications and health inspections, importing and exporting, particular foods;
- Cosmetics;
- Jewellery items;
- Textile products;
Appendix: Customs and glossary of customs terminology.

INTRODUCTION

Below are the three key-points you should consider if you are planning to enter a foreign market:
a) How should I operate with foreign businesses?
b) Is my business adequate to go international?
c) How can I obtain information about prospective foreign partners, and about the political economic, and judicial systems of the country where I want to set up my operations?

1. HOW TO START UP AN IMPORT-EXPORT BUSINESS

ADMINISTRATIVE FORMALITIES

According to Italian law, setting up an import-export operation means setting up a new business. Therefore, in accordance with the Italian Legislative Decree 59/2010, with effect from 1 April 2010 all businesses must hand in the Single Notification (Comunicazione Unica). This notification enables businesses to carry out, simultaneously and in a single procedure, all main formalities (administrative, fiscal, insurance, legal and social security). The Notification must be submitted Chamber of Commerce with territorial jurisdiction which will then notify the Italian register of handicraft and small businesses (albo imprese artigiane) or other register, the INPS (Italian Institute for Social Security), the INAIL (Italian National Institute for Labour Injuries) and the Italian Revenue Agency.

COMPANY REGISTRY

Enrolment with company registry is mandatory for:
• manufacturing or trading businesses;
• wholesale trading businesses, regulated by Art. 5 of the Italian Legislative Decree 114/98 and subsequent amendments (submit the application to the Italian company registry office (Registro Imprese));
• retail businesses (please contact in advance the municipal offices of the town where your business will be based).

SETTING UP A RETAIL OR WHOLESALE BUSINESS IN THE FOOD AND BEVERAGE SECTOR

In addition to satisfying the product safety requirements and with those concerning customs, in order to set up a food and beverage trading business (whether retailing, wholesaling, street trading, door-to-door selling, mail order trading, and e-commerce), under Art. 71 of the Italian Legislative Decree 59/2010, you must possess the moral and professional requirements described therein.

DISTANCE SELLING

Under Art. 18 of the Italian Legislative Decree No. 114/98, e-commerce is a form of retail distance selling and therefore it is necessary to submit the Certified Notification of Business Commencement with immediate effect (Segnalazione Certificata di Inizio Attività ad efficacia immediata) to the municipal offices where the business has its Registered Office. It is also necessary to submit the Single Notification) to the competent Chamber of Commerce.

Import Export Manual: Trade partner, commercial agent, distributor

Manual ABC of Import Export

Import Export Manual: Trade partner, commercial agent, distributor

2. HOW TO CHOOSE YOUR TRADE PARTNER

HOW TO APPROACH FOREIGN MARKETS: COUNTRY RISK ASSESSMENT

Obtain as much information as possible about both the market you are interested in and your prospective partner in order to avoid risk.

What information to obtain about the country: key questions

• Do you have enough information about the economic system of the country? If not, what are the main sources of information about foreign markets?
• How safe is the country (efficiency of the judicial and of the banking systems)?
• How reliable is the prospective foreign partner?
• In the foreign country, who should I contact to obtain adequate assistance?

Information about the economic systems of foreign countries

Before looking for a partner, whether for a trading or for a manufacturing business, it is essential to identify the market of reference. ITA (Italian Trade Agency), Unioncamere (Italian Union of Chambers of Commerce, Industry, Handicrafts and Agriculture) and the Italian Chambers of Commerce abroad can provide you with reliable and precise information.

Information about foreign market risk

To obtain information about country related risk (systemic events and risks concerning the political, social, economic and financial systems of the country where you are planning to operate), it is advisable that you rely upon official and institutional sources such as the Sace Group, which is an insurance-financial group which operates in the areas of export credit, credit insurance, investment protection, financial guarantees, sureties and factoring.

INFORMATION ABOUT THE JUDICIAL SYSTEMS OF FOREIGN COUNTRIES

It is also important that you examine the judicial system in force in the country where you want to operate so that you can carry out your business safely. Different countries have different judicial systems in terms of speed, effectiveness and cost of trials.

INFORMATION ABOUT PROSPECTIVE FOREIGN PARTNER RELIABILITY

In order to assess the risk of poor financial reliability of your foreign trade partner, it is important that you obtain as much information as possible about liquidity conditions, goods or real estate he/she owns, payment habits and any lawsuits in which he/she may be involved.

DIFFERENT FORMS OF COMMERCIAL COLLABORATION

Commercial and manufacturing collaboration with a foreign partner may have different forms in terms of types of businesses, products or services, foreign markets, opportunities. Below are the most common forms of collaboration:

THE COMMERCIAL AGENT

The agency contract is that in which an independent party (the agent) has the authority to promote the conclusion of contracts on behalf of another party (called “the principal”) in a particular area.

It is a relationship between an Italian business and an intermediary, who does not purchase the products, whose task is to promote the sales of the products in return for a pay which is usually in the form of a percentage on the concluded transactions.

The agency contract is the subject of the Directive 86/653 EEC of the European Union. The main aspects of an international trade agency relationship are:
area, i.e. the geographical area which is entrusted to the agent (e.g. a country/state);
products concerning the task;
exclusive right for the agent. Italian law (Art. 1743 of the Italian Civil Code) establishes that, unless otherwise stated, the agent has an exclusive right upon the task. In other countries this right shall be agreed contractually;
non-competition clause . The agent agrees not to promote any businesses that are in competition with the business he/she represents.
obligation of promotion, (minimum turnover required and consequences of failure to reach it), compliance with the conditions of sale of the principal in carrying out the task;
powers of representation: Italian law (Art. 1745 of the Italian Civil Code), unless otherwise stated, establishes that the agent does not have any power of representation. In other countries, this aspect must be agreed contractually;
informational duties of the agent with respect to promotional activities, solvency of customers, information about the market, applicable laws and regulations concerning the products, competitors’ activities counterfeiting of trademarks, and violation of industrial property rights.
commission the agent is entitled to a commission only after the conclusion of the transaction.
reimbursement of expenses duration of the contract: the contract may be temporary or permanent. In the first case, the contract may not be terminated before the final date, unless there is just cause; in the second case, the contract may be terminated any time, without cause, except for the obligation to comply with minimum notice requirements.
severance pay: within the European Union, in accordance with the Directive 86/653 EEC , under some conditions, the agent is entitled to a severance pay which shall be paid by the principal. Italian law (Art. 1751 of the Italian Civil Code) establishes that the pay shall not exceed the amount equivalent to the commissions for one year which shall be calculated from the average annual earnings of the agent over the previous five years or a shorter period of contract. In France, severance pay is the equivalent of the earnings of the agent for two years. Always be sure to ascertain the law applicable to the contract and the competent judge. In several non-EU countries, there is no obligation to give a severance pay to the agent.
post-contractual non-competition clauses and guarantees for specific deals are subject to specific restrictions.
applicable law and court which has jurisdiction (or arbitration), may be chosen by the parties in the contract.

THE BUSINESS BROKER

In Italy, the business broker is a person who is not in charge of facilitating the deals of an Italian business on a regular basis (as opposed to the agent), but he/she simply informs the company about possible deals; the business broker is then entitled to a commission under the terms agreed by the parties.

The business broker is usually engaged in different activities other than brokerage, and, while carrying out such activities, he/she may have the opportunity to recommend possible deals with no promotional duties. The business broker is not entitled to a severance pay. The type of relationship (agency or “brokerage”) is not determined by what is stated in the contract, but by the actual relationship between the parties.

THE DISTRIBUTOR

The distribution agreement is one between two businesses: the grantor or manufacturer and the grantee or distributor. In such an agreement, the manufacturer grants the distributor the right to distribute and sell, on behalf of the distributor, the products of the manufacturer in a given territory.

EU countries do not regulate this type of agreement (with the only exception of the Belgian law of 1961). Case law protects some rights of the distributor. Distribution agreements are subject to European anti-trust regulations (Regulations EC 330/2010) which make agreements with clauses restricting competition (resale price maintenance clause, clauses on the duration of the non-competition obligation for the distributor, clauses on a non-sale obligation outside the assigned area) unlawful. Below are the main aspects of an international distribution agreement:

distribution area i.e. the assigned territory for example a country;
products to which the agreement refers, either all of them or just some types of products;
exclusive or non-exclusive relationship: usually distributors want an exclusive right in order to ensure a return on their investment. Some Islamic countries (Saudi Arabia, Egypt, UAE, Indonesia, Lebanon and Pakistan) protect the local distributor;
non-competition obligation for the distributor: the distributor shall not distribute, manufacture or deal in competitors’ products, except as provided for in EU anti-trust regulations (Regulations EC 330/2010)
powers of representation abroad; especially in the case of English-speaking countries and of countries in the middle east, you should specify contractually that the distributor does not have any power of representation.
obligation of promotionminimum turnover required and consequences of failure to reach it (e.g. termination of contract), participation in trade shows, advertising and related expenses, regulations for the use of the trademark.
purchases of the distributor: procedure for sending orders, order confirmation, conditions of sale, payment guarantees, right to suspend delivery; obligation to provide technical assistance to the customers in the given territory;
the distributor’s information about the market: laws and regulations applicable to the products, activities of competitors, infringement of trademark and of the manufacturer’s intellectual property rights;
duration of the contractthis may be temporary or permanent. In the first case, the contract may not be terminated early (unless for just cause); in the second case, the contract may be terminated without cause, but businesses must comply with the agreed notice requirements;
applicable law and court which has jurisdiction (or arbitration) shall be chosen by the parties in the contract.

HOW TO FIND A FOREIGN TRADE PARTNER

Italian businesses may find foreign trade partners via:

- The services provided by the Enterprise Europe Network (mainly for Research and Development projects and technological projects);
- the Italian Chambers of Commerce abroad, recognized with the decree of the Italian Minister Economic Development with the assent of the Italian Ministry of Foreign Affairs (law 518/70);
- the Italian Diplomatic Representatives abroad, Embassies and Consulates, which report directly to the Italian Ministry of Foreign Affairs.

Import-export Manual – International commercial transactions and tradeshows

Manual ABC of Import Export

Import-export Manual – International commercial transactions and tradeshows

3. INTERNATIONAL COMMERCIAL TRANSACTIONS

COUNTRY OF DESTINATION / COUNTRY OF ORIGIN OF GOODS

Italian businesses must consider two different cases:
• goods shipped to / shipped from EU Countries;
• goods shipped to / shipped from non-EU Countries.

GOODS SHIPPED TO / SHIPPED FROM EU COUNTRIES

Since 1 January 1993, a temporary procedure has been in force which provides for:
• the abolition of customs formalities in the exchange of goods among the member countries of the European Union;
• VIES (VAT Information Exchange System) and INTRASTAT systems to control the transactions;
• the principle of taxation in the Country of destination of the goods;
• the principle of origin applied to transactions with private consumers.

Registration with VIES database

Italian businesses wishing to carry out intra-community transactions (intra-community supply of goods or intra-community acquisitions of goods or services) must check that their VAT identification number (numero identificativo Iva) is registered with the VIES database, by accessing the website of the Italian Revenue Agency (Agenzia delle Entrate).

INTRASTAT obligations

The changes introduced by the Directives 2008/8/EC and 2008/117/EC and by the Italian legislation implementing these directives (Legislative Decree 18/2010) and by secondary legislation, concern the obligation to submit recapitulative statements (also for the provision of services carried out within the EU), for which, with respect to territoriality, the principle of the country of the purchaser applies.

Intra-community Supplies

The sale of goods to companies that have their offices within the EU, with the goods being shipped to another EU country, is defined as intra-community supply. Intra-community supplies must satisfy the following conditions:
• both the seller and the purchaser must be registered for VAT in their respective countries;
• the sale must be upon payment;
• the goods must be transported to another EU State;

Intra-community Acquisitions

The purchase of goods from companies that have their offices within the European Union, with the goods being shipped from another EU country, is defined as an intra-community acquisition. Intra-community acquisitions must satisfy the following conditions:
• purchase upon payment;
• transportation/shipment of the goods to Italy from another EU Country;
• the transaction is between two taxable entities/persons;

PARTECIPATION IN TRADESHOWS IN EU COUNTRIES

If an Italian business participates in a tradeshow or in a trade event, these may be one of two types:
• events after which the goods return to Italy;
• events with on-site sale;
In the case of tradeshows and trade events in which the goods are only on display, with the goods returning to Italy, the Italian business shall note the sent goods on the relevant loading/unloading register in accordance with Art. 50 paragraph 5 of the Italian Decree Law 331/1993.
In the case of products which are subject to excise duties (e.g. wine/ alcoholic beverages), the Italian business must also complete the formalities required for excise duties purposes. When returning the products subject to excise duties to Italy, these must be sent to an authorised tax warehouse in the foreign country, which will then ship the products to an authorised warehouse in Italy.
In the case of tradeshows or trade events with on-site sale, the following procedure applies:
- the sale of goods implies an obligation to register for VAT.
- the Italian business must issue an invoice for the products sold during the trade event. Such invoice must be without VAT or additional costs and it must be issued from the Italian business to the country of destination (in accordance with Art. 42 paragraph 2 sub-paragraph c of the Decree Law 331/1993 this is a non-VAT transaction);
- In the country where the tradeshow is held, if the sale is to final consumers, you must apply the VAT of that country if the sale is to taxable entities/persons, you must apply the VAT of that country or issue an invoice without VAT if the law of that country provides for the internal reverse charge mechanism.

Provision of services within the EU

For services subject to the general rule of the Country of the Purchaser, in the EU, the INTRASTAT requirements and tax formalities depend on the type of service.

GOODS SHIPPED TO FROM NON- EU COUNTRIES

Commercial transactions with non-EU Countries are divided between imports and exports. They require the fulfilment of customs formalities i.e. the declarations for export/import.
• In case of exported goods: when goods are exiting Italy, the declaration must be submitted by the Italian company, whereas when goods are entering the country of destination, the declaration must be submitted by the foreign purchaser.
• In case of imported goods: when goods are exiting the foreign country, the declaration must be submitted by the foreign supplier, whereas when the goods are entering Italy the declaration must be submitted by the Italian company.

In the EU, declarations are submitted electronically using the Single Administrative Document (SAD).
The customs office of export issues the Export Accompanying Document with the indication of the Movement Reference Number (MRN) to accompany the goods for export. Customs formalities must be fulfilled when sending or receiving goods (either upon payment or free of charge) when the consumer is an individual and when the consumer is a business.

Supply for Export

The sale of goods to companies outside the EU, with the goods being shipped outside the EU, is defined as supply for export. The operating procedure is as follows:
• the Italian business issues an invoice to the foreign customer without charging VAT (non-taxable transaction in accordance with Art. 8, paragraph 1, sub-paragraph a, of the Italian Presidential Decree 633/1972);
• the goods are declared for final export, the value is that stated on the sales invoice;
• the Italian exporting company records the invoice in the general accounts and in the VAT book (invoices issued section) ;
• the Italian company must keep a copy of all documentation as evidence of exportation (i.e. the goods have exited the customs territory of the EU).

Importation

The purchase of goods from companies that have their offices in the EU, with goods arriving from a non-EU country, is defined as an importation. Below is the operating procedure:
• goods are declared for final importation on the basis of the value of the purchase invoice and duty and VAT are paid;
• the Italian business records the foreign invoice in the general accounts and the bill of import (part 8 of the SAD) in the VAT book (purchases section) considering the VAT and counts as a credit to the tax authorities (except for non-deductible VAT).

SUMMARY

In the case of imports from non-EU countries, Italian businesses must:
• fulfil all importation formalities at the Italian customs and pay VAT on the value of the imported goods;
• recover the VAT when recording the bill of import in the VAT book for purchases (Input VAT, except for non-deductible VAT).

In the case of intra-community acquisitions of goods, the Italian businesses:
• do not have to fulfil any customs formality nor pay VAT;
• must fulfil the accounting formalities and submit the list of intra-community acquisitions.

In case of exports to non-EU countries, Italian businesses must fulfil export formalities at the Italian customs.
In the case of intra-community supplies, instead, Italian businesses must fulfil the accounting formalities and submit the list of intra-community supplies.

PARTICIPATION IN TRADESHOWS IN NON-EU COUNTRIES

If an Italian business participates in a tradeshow or a trade event in non-EU countries these may be one of two types:
• events after which the goods return to Italy;
• events with on-site sale.
In the first case, if the foreign country has signed the convention, the ATA Carnet procedure applies to the products shipped to the non-EU country. If this is not possible, use the temporary export procedure (from Italy) and the temporary import procedure (in the country of destination). The procedures will be completed once the goods have returned to Italy. In the second case, i.e. the participation in tradeshows and trade events with on-site sale, the following procedure applies:
- Italian law provides for the goods to be exported with a final export procedure (since the Carnet ATA procedure is not applicable);
- in the country of destination, depending on the law of the country, there may be obligations for the seller (the Italian business) (e.g. payment of customs duties, VAT and/or other local taxes etc.).

TRANSACTIONS WITH COUNTRIES ON THE BLACK LIST/OFF THE WHITE LIST

In accordance with the Italian Ministerial Decrees of 4 May 1999 and of 21 November 2001 of the Italian Ministry of Economy and of Finance, since 1 July 2010, it has been mandatory to report all purchases and sales of goods and services carried out with businesses from the countries on the black list or that are not on the white list.

THE AUTHORIZED ECONOMIC OPERATOR (AEO) STATUS AND SIMPLIFICATIONS WHEN DEALING WITH OTHER COUNTRIES.

The Regulations EC 648/2005 and EC 1875/2006, which have been in force since 1 January 2008 in all 27 Member States of the European Union have modified the Community Customs Code and the Implementing Provisions of the Community Customs Code concerning the issuing of AEO certificates to the applicants The economic operators involved in the international logistics chain are manufacturers, exporters, freight forwarders, warehouse-keepers, customs agents, carriers, and importers which are involved in an activity subject to customs regulations.

The AEO status is granted once the Customs Authority of the country (for Italy it is the “Agenzia delle Dogane”) has carried out an audit that certifies compliance with customs regulations and with accounting requirements; the audit also certifies financial solvency.

Becoming an AEO is an individual free choice which depends upon the operating conditions of each applicant. The AEO status grants direct and indirect benefits and advantages for all transactions involving the customs. The direct advantages include faster processing of procedures at borders, a reduced number of checks on goods and documentation, priority processing of shipments.

HI-TECH DUAL-USE PRODUCTS

Dual-use products are normally used for civil and peaceful purposes. However, due to their technical/manufacturing characteristics, they may be used for military and/or terrorist purposes. Agreements and decisions taken within international organisations such as the UN and the EU have led to the enactment of regulations that ban or subject the exportation of such goods towards certain countries to stringent controls.

Import – export Manual – International trade documents

Manual ABC of Import Export

Import – export Manual – International trade documents

THE MOST COMMONLY REQUESTED DOCUMENTS FOR INTERNATIONAL COMMERCIAL TRANSACTIONS

Goods are classified by sector by a precise nomenclature, which allows a single identification for duty and tax application purposes. Depending upon the type of goods, additional documents and certificates may be required by the customs for goods to enter the country of destination. Below are the documents which are commonly used when carrying out international commercial transactions:

Commercial invoice: this is issued by the seller in the language required by the country of destination of the goods and of the number of copies required. The invoice must contain the following information: the name and the full address of the exporter and of the recipient, information about the goods (description, quantity, price), the INCOTERMS, the name of the carrier/shipper, the ancillary costs (e.g. packaging and insurance), the settlement of payment method, the country of origin of the goods, and reference to the legislation concerning VAT application and exemption. Please note that the price must be expressed in the agreed currency.

Loading list: this is issued by the seller and must contain: the commercial invoice number, the number and type of packages, the description of the goods in each package, any details about the container in which the goods will be loaded.

Certificate of origin: this certificate must be requested from the territorially competent Chamber of Commerce and it certifies the non-preferential origin of the goods. However, it does not certify the exportation, although it is issued following an invoice concerning an international sale. The instructions concerning the issue of the certificate are provided by the Italian Ministry of Economic Development.

EUR1 Certificate: this certificate certifies that the goods have a EU origin, and constitutes the documentary evidence needed for the application of the preferential tariff scheme (reduced or nil duty) on the basis of bilateral agreements between the EU and some countries. In order to obtain this certificate, the exporter must submit a written application for which he is responsible.

Certificate of free sale: this certificate is required by some non-EU countries and it certifies that the goods exported by the Italian business are sold freely in Italy as well as in EU and non-EU countries. The goods must comply with the health and safety regulations in force. Moreover, the applicant should be aware that this certificate does not replace any ministerial certificate required for the type of goods exported. The certificate of free sale is issued by the territorially competent Chamber of Commerce following a request written on letterhead paper and submitted by the exporter.

ATA Carnet (Admission Temporaire /Temporary Admission): the ATA Carnet is an international customs document for the temporary exportation (in the countries adhering to the convention) of: goods for tradeshows and trade events, commercial samples and professional equipment. This document frees the holder from paying customs duties, as security, to the customs or from paying a security deposit to the customs themselves. The Carnet facilitates the movement of goods from one country to another, through the simple submission, to the customs offices of each of the countries, of the document where the goods are listed.

Transport Document: this document certifies the signing of a shipping contract between the sender and the carrier, it also constitutes evidence of acceptance, by the carrier, of goods for shipping according to the terms agreed by the parties. The main transport documents are: the sea consignment note, the air consignment note, the rail consignment note and the road consignment note.

Insurance Certificate: this document contains the conditions and clauses of the insurance contract stipulated on the goods to be moved from the sender to the recipient. With respect to the documents needed to accompany the goods to non-EU Countries, in addition to the certificate of origin, the Chamber of Commerce also issues:

• stamp and approval on export invoices/export declarations/price lists
• stamp for signature certified true of the legal representative on documents to be sent abroad.

ELECTRONIC INVOICING

Reference Regulations:
• Directive 2001/115/EC: this directive simplifies and updates invoicing procedures concerning VAT.
• Directive 2010/45/EC: this directive modifies the regulations concerning invoicing.
• Italian Legislative Decree 52/2004 implementing the 2001/115/EC Directive which simplifies and updates invoicing procedures concerning VAT.
According to such regulations, invoices that are issued and stored electronically are treated equally to paper invoices. The Italian Decree that implements the Directive provides information on the production of electronic invoices, on their integrity, on their proper transfer and storage on digital devices. In accordance with the above-mentioned Decree, electronic transmission of information is subject to an agreement with the recipient. Moreover, the electronic invoice must be a non-modifiable document, must have a precise time reference and must contain the sender’s qualified electronic signature.

The Transport Document

The transport or delivery document is a document required in accordance with the Decree of the President of the Italian Republic 472/1996. Under this Decree, it is no longer obligatory that the transportation is accompanied by a pre-numbered document. The transport or delivery document allows for differed invoicing (under section 4 of Article 21 of the Decree of the President of the Italian Republic 633/1972).

THE SINGLE ADMINISTRATIVE DOCUMENT (SAD)

The SAD is a form whose characteristics are found in EU Regulations. The document has the layout used for customs declarations for all customs procedures and destinations used by those who operate in international trade. The implementation of the SAD is regulated by the EEC Regulation 2454/93 (Provisions implementing the Community Customs Code). With respect to exiting goods, copy No. 1 of the SAD is received by the Customs Office of Export which then issues a paper copy of the Export Accompanying Document (EAD) which accompanies the goods to the customs office of exit. Through an electronic message, sent to the customs office where the declaration of export, transit, or export with transit has been submitted, this office verifies the operation via the so-called “Exit results” message. The operators who need proof of exit for VAT purposes, must check the status of the operation by entering the Movement Reference Number (MRN) into the web site of “Agenzia delle Dogane” (Italian Customs Agency).

IMPORTANT: In Italy, for VAT purposes, the only proof that the goods have left the customs territory of the Community is the exit results message which can be found on the website of the Italian customs. If the customs declaration is submitted to a non-Italian customs office, it will not be possible to check the MRN status and consequently it will be necessary to resort to the so-called alternative proof (see the statement No. 72094 of 20 May 2009 of the Italian Customs Agency).

Import-export Manual – Customs tariff and duties

Manual ABC of Import Export

Import-export Manual – Customs tariff and duties

THE CUSTOMS TARIFF

The customs tariff is a collection, subdivided by product sector, of tariff headings which are marked both with a code (the so-called “heading”) and with a description (designation) which correspond to the goods being traded internationally. The tariff heading is indispensable to determine the duty to be paid to the authorities in charge of goods customs clearance. The international convention in force introduced a coding system for goods, which is known as Harmonised System (HS). The HS is arranged in 21 product sections which are divided into 99 chapters and these are subdivided into headings and subheadings which are identified by a 6-digit code.

EUROPEAN COMMUNITY CUSTOMS TARIFF

In the EU, the 6 digits of the Harmonised System may be complemented by other digits which correspond to other subdivisions. In particular, there are:
• the Common External Tariff (the so-called Combined Nomenclature, CN) which groups about 9,500 headings, each of them being identified by an 8-digit code (the first 6 digits are the HS codes, while the last 2 correspond to the CN subheadings). Next to each heading, the CN indicates the autonomous duty (which is decided autonomously by the EU) and the conventional duty (as a result of international agreements signed by the EU). The CN is required in bill of exports and INTRASTAT forms (both for intra-community supplies and for intra-community acquisitions).
• the Integrated Tariff of the European Community (TARIC) which groups about 13,000 headings each of them being identified by a 10-digit code (compared to the CN, the additional 2 digits identify any preferential duties and other specific measures). For import transactions, the code referred to the goods must be of 10 digits.

THE NATIONAL TARIFF OF USE

The national tariff of use is a 14-digit code which is composed of: 6 HS digits + 2 CN digits + 2 TARIC digits + 4 additional digits. With respect to these 4 additional digits, the first 2 concern EU taxation system, VAT and excise taxes, while the remaining digits concern specific information (e.g. anti-dumping duties, reference prices for wines, products concerning endangered species of fauna and flora, goods of artistic and cultural interest, etc.). The national tariff of use is the operating manual for customs agents and can be found in the “AIDA” (Automazione Integrata Dogane Accise, Integrated Automation Customs Excises) database of the Italian Customs Agency (Agenzia delle dogane).
IMPORTANT: in case of doubts on the correct classification of goods, it is possible to obtain an official opinion from the customs authority by filling in the relevant form. The form is also found on the website of the customs authority. This form must contain a detailed description of the goods as well as their supposed classification. This request must be sent to the customs office which is competent for the territory where the company is based, or to the office where customs clearance is expected to take place.

DUTIES

In all import-export commercial transactions, a very important heading is that concerning customs duties. Customs duties are taxes which are usually expressed as a percentage of the value of goods, and they are levied on imported goods when they are released for free circulation in the customs territory of the country of destination. The duties must be paid to the customs office from which the goods enter. With the expression “release for free circulation”, we mean the completion of the customs formalities (including the payment of duties) aimed at introducing the goods into the country of destination, thereby clearing them through customs and allowing their free movement. Exceptions are taxes (VAT, excise taxes, taxes on consumption) which are due to the country of destination for the release for consumption.

With respect to Italy, depending upon the countries and the type of commercial transaction to be carried out, there are two different sources of information:
• In the case of an importation from a non-EU country, the reference source is the website AIDA On-line (a website of the Italian customs authority);
• In the case of an exportation towards a non-EU country, the official source to rely upon is the website “Market Access Database” (a website of the European Commission).

Import-Export Manual – Shipping and delivery of goods

Manual ABC of Import Export

Import-Export Manual – Shipping and delivery of goods

4. THE DELIVERY AND THE QUALITY OF GOODS

In order for a commercial transaction to be successful, it is important for Italian businesses selling abroad to pay attention to their obligations concerning the delivery and the quality of the goods as described in the contract.

If he does not do so, the Italian seller may increase their risk of having to deal with complaints concerning the shipment. Such complaints may be more or less valid, sometimes even specious. However, they often jeopardise the payment of the agreed price and cause dangerous liabilities for damage.
Italian businesses purchasing from abroad must carefully draft the contractual aspects concerning the delivery and the quality of goods. If they do not do so, they run the risk of receiving nonconforming goods or goods that have been damaged during transport, and will not be able to bring a claim for sustained damage against the supplier, or obtain that the agreed sum is returned, or, if the payment has not been made yet, free themselves from the obligation to pay. Therefore, it is essential for both importers and exporters to be very careful when deciding the aspects concerning the delivery and the quality of goods. With respect to payment, this element is also related to the debt collection phase.

THE DELIVERY OF GOODS

International selling sometimes requires goods to be transported on long and sometimes complex routes with different means of transport involving several subjects. It is therefore a complex procedure which entails a high level of risk both for the goods and for the manufacturing/commercial divisions. Goods may be damaged or stolen, or may be delivered late thus causing problems to the buyer who needs the goods to use them their manufacturing process or as a product for sale.
Which of the parties bears transportation risk? Can Italian businesses ignore these issues and demand payment of the agreed price, when selling, or claim compensation from the foreign seller, when buying? In order to minimise the risks, it is important to define contractually the most important aspects concerning the transportation of goods, according to the two variables of space and time, i.e.:
• the place of delivery;
• the time of delivery.

It is useful to mention two parties, who do not enter into the contract of sale, but who establish contractual relations with either the seller or the buyer. These parties are the carrier and the shipper and they both play a very important role in the delivery. For the delivery of goods abroad, Italian businesses may conclude:
• a contract of carriage (carrier)
• a shipping contract (shipper).

Under the Italian law (Art. 1678 and the following of the Italian Civil Code), the contract of carriage establishes that the carrier agrees to carry the goods to the destination using their own or third parties’ means of transport, accepting liability for damage caused by breach of contractual obligations (late delivery in breach of the agreed delivery terms, loss or damage of goods), except when such breach of obligations are not attributable to the carrier (e.g. the goods are damaged due to unforeseeable circumstances or defective packaging).

Alternatively, under the Italian law (Art. 1737 and the following of the Italian Civil Code), in the case of the contract of shipping, the shipper has the only obligation to conclude with third parties (in his name and on behalf of the business that appointed them) the contract of carriage and carry out the ancillary operations (e.g. the payment of customs duties).

THE PLACE OF DELIVERY OF GOODS

In the case of an international supply, the place of delivery is often chosen based on transport costs which, in turn, affect the selling price. Given the complexity of the operations connected to the delivery of the goods, there are important aspects to be taken into account.
First of all the risk of losing the goods either due to theft or to circumstances that cause the goods to be destroyed or damaged. Which of the parties bears this risk connected with international sale?
Furthermore, with reference to the burdens connected with the delivery in an international sale: which of the parties, either the seller or the buyer, is responsible for all the necessary activities such as the negotiation, the signing of the contracts (contract of carriage or of shipping, contract of insurance) or the completion of customs formalities?

THE INCOTERMS

A viable solution to the issue of regulating the complex aspects of responsibility and risks in international trade is provided by the delivery terms which have been collected under a code by the International Chamber of Commerce based in Paris. These terms are known as INCOTERMS and are widely used all over the world. The latest version of the INCOTERMS was released in 2010.

INCOTERMS are therefore used to determine the place of delivery, to precisely split/share the most relevant aspects concerning the delivery of goods among the parties, by an international contract of sale. These aspects are:
• responsibilities (who must do what, who must enter into contracts, who must complete formalities);
• costs (who must pay the price of the contracts, and customs duties);
• risks (who bears the burden of responsibility for the consequences of loss or damage of goods);

In very complex contracts, it is possible to modify the clauses of the INCOTERM chosen by the parties, should some changes be necessary. It is important, however, not to introduce radical changes to the chosen INCOTERM in order not to lose the advantages of certainty and predictability that the INCOTERMS provide.

The obligations of the parties arising from the chosen INCOTERM have a significant impact on some aspects of the contract, notably on the methods of payment.

In the EU, the choice of the delivery term and of the place of delivery may affect another aspect of the international contract of sale: the choice of the court having jurisdiction for the resolution of disputes arising from the contract.
The EC Regulation No. 44/2001 on jurisdiction and the recognition and enforcement of judgements in civil and commercial matters establishes that, unless otherwise agreed, the competent court for the resolution of disputes is that located where, under the contract, the goods were delivered or should have been delivered.

THE TIME OF DELIVERY

With respect to the time of delivery, depending on whether the Italian business is selling or buying abroad its goals may be completely different.
The Italian seller may agree with the foreign customer that the time of delivery is not binding and establish that, when delivery is delayed, its responsibility is limited to a predetermined and fixed sum of money, eliminating the risk that, due to the late delivery by the seller, the buyer may delay the payment and claim damage compensation or ask for the contract to be cancelled.

The objectives of Italian businesses purchasing abroad are different.

The Italian buyer may agree that the term of delivery is binding and set an immediate sanction in case of non-compliance by the foreign seller, as well as grant themselves the right to receive damage compensation or ask for the contract to be cancelled.

THE QUALITY OF GOODS

When are the goods defective?

The seller must deliver goods which are of the quantity, quality and description required by the contract and which are contained or ¬packaged in the manner required by the contract. (Art. 35 of the United Nations Convention on Contracts for the International Sale of Goods, Vienna Convention, which Italy ratified with the Law 765/1985).

Except where the parties have agreed otherwise, the goods do not conform (Art. 35 of the Vienna Convention) with the contract if:

• they are not fit for the purposes for which goods of the same description would ordinarily be used;
• they are not fit for any particular purpose expressly or impliedly made known to the seller at the time of the conclusion of the contract;
• they do not possess the qualities of goods which the seller has held out to the buyer as a sample or model;
• they are not contained or packaged in the manner usual for such goods or in a manner which is not adequate to preserve and protect the goods.

How long does the warranty last?

What are the rights of the buyer and, on the other hand, what are the obligations of the seller in the case of defective goods? What must the buyer and the seller do in the case of defective goods?
The conditions of the warranty may be freely agreed by the parties provided that such parties are professional buyers/sellers (businesses selling to consumers, instead, must comply with mandatory regulations).

In the case of defective goods, in the absence of any other contractual provisions, under Art. 46, the Vienna Convention establishes that the buyer may:

• require delivery of substitute goods provided that the lack of conformity constitutes a fundamental breach of contract (a breach of contract is fundamental if it results in such detriment to the buyer as substantially to deprive him of what he is entitled to expect under the contract, Art. 25);
• require the seller to remedy the lack of conformity by repair, unless this is ¬unreasonable having regard to all the circumstances;
• enforce his claim for damage compensation (Art. 47).
The request for replacement goods or for repair must be made in conjunction with the notice of defects within a reasonable time.

PRODUCT SAFETY

With respect to product safety within the EU and the related implications in terms of international contracts and in terms of the role of the various people involved (manufacturers, distributors, final customers), please see the EU legislation concerning product safety and CE marking.

Import-Export Manual – Payments and collection of amount due

Manual ABC of Import Export

5. PAYMENT AND ANY COLLECTION OF AMOUNT DUE

The payment phase in international sales is a necessary condition for the deal to be successful, and it is important to study two aspects of it, which are interconnected:
• the choice of the methods of payment or of guaranteeing the payment.
• the choice of how to resolve any dispute that may arise, which includes collection of amount due. These aspects must be analysed and negotiated in the pre-contractual stage so as to include them in the contractual agreement.

All this applies both when the Italian business is selling abroad and when it is buying abroad.

THE METHODS OF PAYMENT AND THE GUARANTEES

The choice of the methods of payment and of the guarantees must be made in the light of considerations about the political risk of the country where the foreign partner is based, as well as on the efficiency and accessibility of the judicial system of the country (the cost of justice and of defence in not very efficient countries).

The most important payment methods include:

• documentary credit or Letter of Credit;
• CAD (Cash Against Documents);
• COD (Cash on Delivery).

DOCUMENTARY CREDIT, LETTER OF CREDIT

This method of payment is regulated by the Uniform Customs and Practice for Documentary Credit UCP 600. It is the safest method of payment in international trade provided that it is irrevocable and confirmed either by an Italian bank or by an EU bank. The letter of credit entitles the beneficiary to have, for a certain amount of time corresponding to the duration of the credit, a person/entity who undertakes to pay the sum of money corresponding to the price of the contract. This subject/entity is more solvent and reliable than the foreign buyer since it is an Italian or an EU bank (therefore the Italian business may undertake lawsuits).

CASH AGAINST DOCUMENTS

In the case of Cash Against Documents (CAD), once the goods have been shipped, the seller hands over to his bank the documents representing the goods (these documents are indispensable to the buyer to clear goods at customs) so that the buyer collects the documents through a bank in his country, once he has made the payment. The seller’s instructions establish the methods according to which the entrusted bank hands over the documents to the buyer.

There are also other means to guarantee the payment such as personal sureties. If provided in good time, these means may be used should the buyer fail to pay. Below are the standby letter of credit and the clause of reservation of title.

THE STANDBY LETTER OF CREDIT

The standby letter of credit is regulated by the publication no. 590 issued by the International Chamber of Commerce (ICC) known as the International Standby Practices ISP98. In a standby letter of credit, the issuing bank undertakes to pay to a sum of money to the beneficiary on behalf of the buyer, should the buyer fail to pay in accordance with the agreed terms and with the conditions set out in the standby letter of credit. In order for the standby letter of credit to be executed, the beneficiary must hand over to the bank a declaration of failure to meet the obligations by the buyer, as well as a copy of the shipping documents.

THE CLAUSE OF RETENTION OF TITLE

This tool to protect credit is a contractual provision which enables the seller to retain ownership over the goods sold until such time as the agreed price has been paid entirely. If the full price is not paid, the seller is entitled to the return of the delivered goods of which he has always retained ownership.

SACE CREDIT INSURANCE

The Sace Group is a financial-insurance group which is very active in the field of Export Credit, i.e. credit insurance and investment protection, as well as in the field of financial guarantees, surety bonds and factoring.

COLLECTION OF AMOUNT DUE

What to do if, despite the contractual protections, the debt you are owed remains unpaid? If the parties are based in different countries, this will be more difficult than in domestic transactions. This is because two different countries have two different judicial systems. Before focusing on how to resolve the dispute, it is necessary to address some important preliminary matters:
- Which court should you apply to? The Italian court or that of the country of your foreign partner?
- Which law is applicable to the dispute? The Italian law ]or the law of the country of your business partner?
- How long will the dispute last? What will the cost be for the business?

It is advisable that the business examine these matters before closing the deal and the contract with the foreign partner so as to negotiate the best solution in terms of speed, cost and protection of the business’ own interests, should a dispute arise in the future. If the business fails to do so because of low bargaining power, it will consider this aspect as part of the business risk connected to the transaction.

Within the EU, the path has become smoother thanks to the following regulations:

• Regulation EC 44/2001 that establishes the recognition and enforcement of judgements in civil and commercial matters delivered in all the other states of the EU. The regulation also establishes rules for the determination of the competent court in the case of dispute.
• Regulation EC 805/2004 which creates the “European Enforcement Order”, which enables the enforcement of judgements and acts concerning credits in another state of the EU without any proceedings needed for recognition.
• Regulation EC 1896/2006 which creates a “European order for payment procedure”.

DETERMINING THE COMPETENT COURT

Regulation EC 44/2001 establishes that the parties to an international contract have total freedom in choosing the competent court to settle any disputes, including collection of amount due (Art. 23). The choice must be clearly expressed; this implies that the business must pay attention to the negotiation phase and to the final phase of the contractual deal which often consists of the exchange of several documents (offer, order, order confirmation) during which the parties run the risk of being inaccurate about the terms and conditions which they previously agreed.

THE EUROPEAN ENFORCEMENT ORDER

With Regulation EC 805/2004 the European Union aims to facilitate the resolution of disputes in civil and commercial matters, and the collection of amount due. The regulation establishes that the following the enforcement titles can be certified as a European Enforcement Order:
• judgements given by a judge of a EU Member State;
• court settlements;
• authentic instruments (the authenticity of which has been established by a public authority of a Member State) on uncontested claims (Art. 3).

To benefit from the European Enforcement Order, if the competent court has not explicitly been expressed, businesses must comply with the rules on jurisdiction laid down by the Regulation EC 44/2001. Please note that, in this respect, the choice of the INCOTERM is an important aspect.

THE EUROPEAN ORDER FOR PAYMENT

In order to simplify and speed up the collection of amount due in other Member States in civil and commercial matters, the European Union issued the Regulation EC 1896/2006 which regulates the European order for payment.

This Regulation has some innovative aspects aimed at facilitating the collection of amount due, especially for businesses who may organise their activities internally since:
• representation by a lawyer is not required;
• procedure is based on simple pre-printed forms;
• expiry for payment or for opposing the order is shorter than that of the ordinary injunction (30 days instead of 50);
• it is possible to terminate proceedings in advance if the debtor lodges a statement of opposition

ALTERNATIVES TO ORDINARY PUBLIC COURTS: ARBITRATION AND CONCILIATION

Arbitration and conciliation are two methods of resolving commercial disputes which are parts of Alternative Dispute Resolution (ADR). ADR refers to any method of resolving disputes other than by litigation in courts. ADR procedures may be chosen for various reasons including shorter times and more confidentiality.

ARBITRAL AWARD OR INTERNATIONAL ARBITRATION

In Italy, ritual administered arbitration is a viable procedure for resolving disputes among SMEs. This kind of arbitration is managed by specific bodies in accordance with a regulation set out by these bodies. Ritual administered arbitration leads to a ruling, known as the arbitral award, which is directly enforceable as a normal judgement and therefore has the same power as ordinary public courts.

Arbitration is a viable option for resolving disputes if the parties agreed to choose this method when concluding the agreement by inserting a specific clause in the contract. The clause for administered arbitration should be of the following form:

“Any dispute arising out of this contract shall be settled by ritual arbitration under the rules of the Chamber of Arbitration of […]

The arbitration shall be conducted in accordance with the procedures of ordinary arbitration based on law or of expedited arbitration in equity depending on value, as provided for by the regulation”.
The proceeding ends with a ruling (award) which has the same value as a court ruling and is also enforceable abroad.
Arbitral awards are enforceable due to an international convention which received a global consensus: about 200 countries ratified the 1958 New York Convention committing themselves to the mutual recognition and enforcement of arbitral awards.

CONCILIATION AND MEDIATION
In the case of a dispute, besides public courts and arbitration the business also has another option. Indeed, it can decide to start a negotiation with the foreign counterpart in order to try to resolve the dispute.

For greater effectiveness, instead of entering into a negotiation directly, the parties may agree to appoint a neutral third party to help them communicate with each other and find a satisfactory agreement going beyond the logic of “right or wrong” which is typical of traditional courts, and would lead the parties to an impasse.

Mediation is an informal and confidential procedure in which the closing of agreement is entirely subject to the will of the parties. The parties may withdraw from the negotiations at any time or may decide not to conclude any agreement. It is also possible to address to an ordinary public court or to an arbitrator, if the mediation attempt is unsuccessful. The Italian Legislative Decree 28/2010 establishes that the record of the agreement may be enforceable subsequent to the approval by the Presiding Judge of the competent Court.

Import-export Manual E-commerce

Manual ABC of Import Export

Import-export Manual E-commerce

6. E-COMMERCE

The fast evolution of technology has been followed by the ability of commercial procedures to adapt, thus introducing new regulations governing telecommunications and, in particular, the field of communications via the Internet.

ADMINISTRATIVE FORMALITIES

In Italy, in order to set up an online shop, i.e. a professional e-commerce business, you are required to fulfil some mandatory administrative formalities.
- Registration with the Chamber of Commerce (the so-called “Comunica”);
- formalities needed for the sale of specific products (e.g. foodstuffs) and costs related to the use of any facilities;
- Business commencement declaration to be submitted to the one-stop business advisory centre in your town; Certified Notification of Business Commencement; unlike in the past, when you had to wait 30 days, now you may start doing business immediately and the municipal offices have 60 days to check for any failure to meet the legal requirements. The Notification of Business Commencement must include some information as established by the law (Art. 19, Italian Law No. 241/1990);
• the requirements of integrity and capability, and of the absence of criminal convictions or cases of bankruptcy;
• the product sector;
• the Internet domain name;
Furthermore, the following restrictions apply:
• prohibition to auction via television or via any other communication system.
• prohibition to send products to the consumer without a specific request (sending samples or gifts is allowed);
• prohibition to sell as a wholesaler and as a retailer simultaneously, unless the website has two distinct and separate sections;
The above-mentioned administrative formalities do not apply to some specific businesses. (Italian Legislative Decree No. 144/1998, Art. 3.2).

THE ONLINE CONTRACT: OBLIGATIONS, NEGOTIATIONS, CONCLUSION OF THE CONTRACT, THE RIGHT OF WITHDRAWAL AND PRIVACY
The online contract is a contract made out using a computer i.e. an agreement between parties who use IT devices connected with each other via the Internet and who are not in the same place at the moment of signing the contract (contract made between parties not present); the direct interface is the IT device.

Anyone who wishes to carry on an e-commerce business via a website (as established in the Italian Legislative Decree No. 70/2003, Art. 7), besides having to comply with information obligations, must also make the following pieces of information easily, permanently and directly accessible to the recipients:
• the name, or the company name;
• the address or the registered office;
• the details, including the e-mail address, which allow him to be contacted and to be communicated with directly;
• registration number in the Register of Economic Activities or in the company register;
• where the business is subject to an authorisation scheme, the details of the relevant supervisory authority;
• with respect to regulated professions:
- the details of any professional body or similar institution with which the service provider is registered, including the registration number;
- his professional title and the member State where that title was issued;
- a reference to the applicable professional rules and to the codes of conduct in the Member State of establishment;
• where the service provider carries out an activity that is subject to taxes, the VAT identification number;
• prices must be indicated clearly and unambiguously and, in particular, must indicate whether they are inclusive of tax and delivery costs and other items;
• the indication of the activities allowed to the consumer or the recipient of the service and the details of the contract;
It is not necessary to provide a telephone number, it is sufficient to have an electronic enquiry template through which the recipients of the service can contact the service provider via the Internet.

Moreover, (as established by the Italian Legislative Decree No. 70/2003, Art. 8) from the beginning, commercial communications must clearly state:
• the nature of the communication, i.e. that it is a commercial communication;
• the natural or legal person on whose behalf the commercial communication was made;
• if it is a promotional offer, such as discounts, prizes and gifts and the respective conditions for access;

RIGHT OF WITHDRAWAL

The seller must refund the price paid by the consumer within 30 days since the date of return of goods. The refund must include any deposit paid or the shipping costs (judgement of the Court of Justice of the European Union in 2010, in the case C-511/08). The Law establishes that the consumer may be charged for returns costs only.

FISCAL ASPECTS

With respect to fiscal aspects, for VAT businesses must consider the following:
• the homepage of the website must include the business’ VAT number (Italian Presidential Decree No. 633/1972, Art. 35, Paragraph 1);
• businesses are also required to inform the Italian Revenue Agency, through the Notification of Business Commencement or through any other means any variation of data, the website address as well as the identifying data of the internet service provider (Art. 35, Paragraph 2, Sub-paragraph e) of the Italian Presidential Decree No. 633/1972).

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