Acquiring an Italian company from the UAE: golden power
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In short: a buyer from the UAE is a non-EU party under Italian law. If the target holds assets that Italy treats as strategic, the acquisition of a controlling stake must be notified to the Presidency of the Council within ten days, and within forty-five days the government can make the deal conditional on commitments. Check the target first, then ask an Italian lawyer whether the notification applies.
Part of the guide Checking an Italian company: a guide for UAE businesses. All guides: Guides.
Golden power: art. 2 of D.L. 21/2012
- Who is non-EU. Art. 2(5-bis) includes any legal person without its registered office, administration or main place of business in the EU or EEA, and any EU or EEA legal person controlled directly or indirectly by such a person. A company formed in a UAE free zone or on the mainland is therefore a non-EU party.
- What must be notified. Art. 2(5): the acquisition by a non-EU party of shareholdings in companies holding the assets identified as strategic, large enough to establish the buyer's stable presence by taking control, is notified to the Presidency of the Council within ten days. In the communications, energy, transport, health, agri-food and financial sectors, EU buyers are caught too.
- What can happen. Art. 2(6): within forty-five days of notification, a decree may make the effectiveness of the acquisition conditional on commitments by the buyer and the target when the purchase threatens essential State interests or public security.
- If you do not notify. Art. 2(5) provides a fine of up to twice the value of the transaction, and not less than 1 per cent of the cumulated turnover of the companies involved (Normattiva: D.L. 21/2012, art. 2).
Your own side
U.AE notes that some UAE activities need approval from specific authorities, for example the Central Bank for financial institutions (U.AE: steps to start a business on the mainland). Those are rules for businesses in the UAE; the Italian check is separate.
Checking the target
Start from the target's entry in Registro Imprese (Registro Imprese, the Italian business register portal). Istruttoria (€99) includes everything in Decisione: properties registered to the company, links with other companies and a restated balance sheet. For the people behind the target, Verifica Persona (€29) or Estesa (€49). Prices are one-off.
Every company product comes with a free Check anti-truffa (anti-scam check): it looks at the VAT number in the EU VIES register, free webmail or disposable email, domain age, domains flagged for malware or phishing, SPF and DMARC protection, the VAT number shown on the website, data breaches affecting the site, and whether the IBAN is correctly written and from a country consistent with the company.
The service and the report are in Italian, and they come from Italian official sources: company names, offices and procedures keep their original Italian wording. Veryfy does not offer a translated report, and checkout is in Italian for now.
Frequently asked questions
Does a UAE buyer always need to notify the Italian government?
No. The duty in art. 2(5) concerns companies holding assets identified as strategic. Whether a target holds such assets is a question for an Italian lawyer.
How long can the government take?
Under art. 2(6), within forty-five days of notification a decree may make the acquisition conditional on commitments. The deadline can be suspended once for information requests.
Does Veryfy replace legal due diligence?
No. It gives an Italian official-source view of the target and its owners. Legal and regulatory advice stays with your advisers.
More in this cluster
- Trade licence vs Registro Imprese: check an Italian supplier
- Who controls an Italian S.r.l.? A guide for UAE companies
- Italian company report glossary for UAE readers
Sources
Official sources opened and read on 2026-10-24.
- Normattiva: D.L. 21/2012, art. 2
- U.AE: steps to start a business on the mainland
- Registro Imprese, the Italian business register portal
General information, not legal advice. Sources verified on 2026-10-24.
Frequently asked questions
Does a UAE buyer always need to notify the Italian government?
No. The duty in art. 2(5) concerns companies holding assets identified as strategic. Whether a target holds such assets is a question for an Italian lawyer.
How long can the government take?
Under art. 2(6), within forty-five days of notification a decree may make the acquisition conditional on commitments. The deadline can be suspended once for information requests.
Does Veryfy replace legal due diligence?
No. It gives an Italian official-source view of the target and its owners. Legal and regulatory advice stays with your advisers.
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