An LLC is the easy part. The hard part is the Italian Quadro RW, IVAFE, CFC and FBAR aftermath that nobody told you about.
End-to-end Florida LLC formation for Italian residents, with full coverage of the Italian fiscal implications most online services ignore.
Why this matters before you click 'form an LLC'
What we handle
Who it's for
Pricing
Fixed fee defined case-by-case after a preliminary consultation, based on the structure and on the Italian fiscal setup required. The preliminary consultation is a 45-minute paid online session ($250); the engagement letter with the agreed fee is signed before any chargeable work begins. Florida State filing fees and registered-agent fees are billed at cost.
Over the last decade, Italian entrepreneurs, professionals and investors have increasingly looked at the United States — and at Florida in particular — as an operational base for international activity. The drivers are well known: a continental-scale internal market, a transparent and predictable corporate environment, the dominant role of the US dollar in international trade, and a regulatory and tax environment in Florida that, by European standards, appears unusually accessible.
Florida adds three specific elements that make it attractive to Italian founders: no state income tax on individuals, a corporate registration system (Sunbiz) that is fully online and inexpensive, and a multilingual business community in which Italian entrepreneurs can land without losing operational time. Miami in particular has become a financial and entrepreneurial hub between Europe and Latin America.
This pillar page is written for Italian residents — individuals fiscally domiciled in Italy under art. 2 TUIR — who are evaluating, or have already opened, a Limited Liability Company (LLC) in Florida. It is not a sales page. It is a structured map of the legal, fiscal and operational coordinates that determine whether the LLC will be an asset or a liability over time.
A Florida LLC (Limited Liability Company) is a hybrid legal entity governed by Chapter 605 of the Florida Statutes ("Florida Revised Limited Liability Company Act"). It combines the limited liability of a corporation with the organizational flexibility and pass-through taxation of a partnership. It is not a corporation, it is not a trust, it is not the US equivalent of an Italian Srl — it is a separate legal animal.
Key structural features
For US federal tax purposes, an LLC is by default:
The LLC can elect to be taxed as a corporation (S-Corp or C-Corp) by filing Form 8832 / 2553. This election has very different implications for an Italian resident and is not a default to be activated lightly.
Here is where 90% of the problems come from. An Italian resident who opens a Florida LLC takes on a parallel set of Italian obligations from year one, regardless of whether the LLC distributes profits or not.
Every Italian resident who holds, directly or indirectly, foreign assets must declare them in the Quadro RW of the annual tax return (Modello Redditi PF). The LLC participation, the underlying real estate, and the US bank accounts of the LLC (if the member has signature authority) all generate Quadro RW reporting. Sanctions for omission: from 3% to 15% of undeclared values, doubled (6%-30%) for jurisdictions that do not allow adequate exchange of information.
The Imposta sul Valore delle Attività Finanziarie all'Estero (0.2% per year) applies to financial assets held abroad, including bank and brokerage accounts of which the Italian resident has direct or indirect availability through the LLC.
This is the most counter-intuitive point. Under Italian tax practice (consolidated by Risoluzione AdE 17/E/2006 and subsequent rulings), a US LLC owned by an Italian resident is generally treated as a transparent entity: its profits are attributed to the Italian member in the year produced and taxed in Italy as the member's personal income, even if not distributed.
The consequence: the LLC cannot be used as a deferral vehicle. The Italian member pays IRPEF on attributed profits regardless of distribution. Without proper accounting and timing, the result is a fiscal double-hit (US accounting basis vs Italian fiscal basis) and a recurring cash-flow risk.
If the LLC is controlled by an Italian resident and meets the conditions of art. 167 TUIR (low-tax jurisdiction, passive income above a threshold), the CFC regime applies, with attribution of profits to the Italian member at the highest marginal IRPEF rate. The CFC test must be performed annually. Florida is not, by itself, a "low-tax jurisdiction" — but US federal effective taxation on the LLC's specific income may be — so the test is fact-specific.
If the member, or the LLC, holds US bank or brokerage accounts whose aggregate value exceeds USD 10,000 at any point in the year, FBAR filing is required. FBAR is filed separately from the US tax return, by 15 April with automatic extension to 15 October. Wilful non-filing penalties reach the greater of USD 100,000 or 50% of account value per violation.
US banks transmit account data on non-US account holders to the IRS, which exchanges with the Agenzia delle Entrate under the Italy-USA FATCA Agreement (2014). Italian banks transmit data on non-Italian residents under CRS. The mathematical consequence: an undeclared LLC, with an undeclared US account, is detectable, and is detected, with a delay of 18-36 months.
The relevant framework is the Italy-USA Convention against double taxation, signed 25 August 1999, in force since 16 December 2009, with the Protocol of 25 August 1999. The Convention covers federal income taxes (US side) and IRPEF, IRES, IRAP (Italian side).
Operational principles for the LLC member:
For an Italian-owned single-member Florida LLC, the typical annual compliance grid is:
US side
Italy side
A clean formation process for an Italian resident takes 4-8 weeks end-to-end:
We do not sell LLC formations as a commodity. We deliver Florida LLC formation as part of an integrated Italy-USA fiscal and legal positioning, with a written memo before filing, the Operating Agreement drafted with cross-border clauses, and a year-1 Italian fiscal kit handed over to the member's Italian commercialista.
The objective is binary: at the end of year one, the member must be able to demonstrate, on paper, that the LLC has been opened, structured, accounted for and reported in a way that withstands an Italian Agenzia delle Entrate review and a US IRS review at the same time.
Yes. Florida law does not require US citizenship or US residency to open an LLC. You need a registered agent with a Florida address (we provide one), an EIN from the IRS, and identification. The complications are not US — they are Italian.
A single-member LLC is, by default, a disregarded entity for US tax purposes. The LLC itself does not pay US federal tax; profits flow through to the owner. If the LLC has no US-effectively-connected income, the Italian owner generally has no US federal tax filing. State and local taxes (sales tax, franchise tax) still apply where relevant.
Yes — that's the trap. Under Italian default treatment of US LLCs, profits are taxed in Italy in the year produced, even if undistributed. This is one of the most common surprises for Italians who treat the LLC like an Italian SRL.
Opening the LLC online without telling their Italian commercialista, then assuming silence is safe. Agenzia delle Entrate receives CRS/FATCA data from US banks. The result is an accertamento years later with sanctions on Quadro RW omissions ranging from 3% to 15% of undeclared values, extendable to 30% for tax-haven jurisdictions.
It depends on your purpose. Florida LLC suits real estate holding, single-owner active business, and operations local to Florida. Delaware C-Corp suits venture-backed startups, multi-owner ventures, and structures targeting US institutional investors. We map the choice during the Diagnostic.
Yes, if you are an Italian resident without a Social Security Number and you need to file any US tax document, open certain bank accounts, or claim treaty benefits. We coordinate the Form W-7 process.
Florida LLC formation: 5–10 business days. EIN: 2–4 weeks (or same-day if applied via fax with proper documentation). Bank account opening: 2–6 weeks depending on the bank.
Annual Quadro RW (foreign assets), IVAFE on financial assets (0.2% of value), Italian income tax on attributed LLC profits, and FBAR if you hold US accounts above $10K. We provide the year-1 templates and coordinate with your Italian commercialista.
LLC Formation in Florida is handled from our Florida practice for Italian clients living in the United States and in Italy: office in St. Petersburg (Pinellas County, Tampa Bay), assistance across Florida — including Miami and South Florida — and remotely throughout Italy.
Physical office (by appointment): IIILEX International Consulting LLC, 7901 4th St N STE 300, St. Petersburg, FL 33702, US · +1 (786) 604-8763 · +39 335 344 9660 · us@3lex.us
Office hours: Monday to Friday, 09:00–18:00 (US Eastern Time). Italian clients are also served in the Italian morning window (CET). Working languages: Italian and English.
Consultations are held online (video call) or in person at the St. Petersburg office. Documents are exchanged securely by e-mail.
Book a consultation (USD 250 · 45 minutes) · Send a contact request
IIILEX International Consulting LLC is the Florida-based practice of Avv. Dott. Massimo Leonardi — Italian-qualified Attorney (Avvocato), Dottore Commercialista and Statutory Auditor (Revisore Legale), qualified in Italy, with 30+ years of Italian practice. We work exclusively on cross-border matters between Italy and the United States, in coordination with licensed U.S. professionals for matters of U.S. law.
IIILEX International Consulting LLC · 7901 4th St N STE 300, St. Petersburg, FL 33702 · us@3lex.us · +1 (786) 604-8763 · +39 335 344 9660
Massimo Leonardi is admitted to practice law in Italy and is not admitted to practice law in Florida or elsewhere in the United States. He is qualified in Italy as Dottore Commercialista and Revisore Legale and is not a U.S. Certified Public Accountant. IIILEX International Consulting LLC provides cross-border consulting and Italian legal and tax advisory services. Matters requiring advice on U.S. or Florida law are handled in coordination with appropriately licensed U.S. professionals.