The Italian Enterprise and the American Market
THE AMERICAN MARKET
The American market offers various possibilities and advantages: to number some, around 345 million people in over 50 states, a nationwide American market absolutely free, without barriers or duties between one state and another, common legal and commercial principles between the States, a gdp three times higher than the Italian one and, above all, an estimated economic growth equal to 4% of the gdp.
To all this is added the currency factor, that is the Euro / Dollar difference, which allows Italian companies to start production activities in the area at low costs.
Finally, we need to consider the advantages offered by the American tax system, where taxation has tax rates on the real tax base that are certainly lower than the Italian system.
HOW TO ENTER THE AMERICAN MARKET
Market research and Business and Financial Plan.
To enter the American market, the first thing you need to do is market research on the feasibility of the commercial operation and the market situation. Once this research has been developed, analyzed and completed, a business and financial plan (bfp) must be prepared. The preparation of the bfp must be entrusted, as well as the market research, to specialized companies resident in the territory, or, even better, to single individuals - in terms of cost reduction - with specific professional skills in the specific research sector.
Constitution of the Company
Once the above obligations have been fulfilled, a series of necessary legal and / or legal activities must be performed. First of all, you need to contact a lawyer to open a company. The choice of the type of company depends on the size of the business you want to carry out. Normally, for the first two years, we recommend an LLC, or a company of the type S.r.l., but with much higher advantages. The LLC, in fact, offers great advantages of a fiscal nature and a certain flexibility in terms of establishment and management. To form an LLC, an Article of Organization, similar to our memorandum, must be filed with the Secretary of State, Division of Corporations. Subsequently, an Operating Agreement must be signed, the content of which is similar to a statute of an Italian capital company. The constitution process is completed by the request to publish an LLC notice of formation in two newspapers indicated by the County Clerk for about 6 weeks. Note that the actual constitution of the LLC company can also take place in 24 hours; the requirement of the publication mentioned above is provided if the company wants to take legal action against a third party for any reason.
As mentioned, once the market research has been carried out and a business plan has been prepared, alternatively to the corporate route, it is also possible to simply look for American distributors - in relation to the sector to which they belong - and enter into distribution contracts with them. In this regard, attention must be paid to the following paragraph, authorization and trademarks, and to the discourse concerning "payments and solvency". In the distribution contract it will be necessary to insert clauses aimed at safeguarding the payment of the goods supplied and the representations relating to the solvency of the distributor.
Authorization request and trademark registration
Once the company is established, it is necessary to interest the various competent authorities in order to obtain the authorizations required by the law in order to carry out the requested service / trade. It should be noted that in the United States there can be two levels of authorizations, the federal level and the state level. Both authorizations, where required by law, must be promptly requested. An example of this can be the Food and Drug Administration, federal authority, which controls and manages food products, tobacco products, medical prescriptions and medicines or substances not subject to medical prescription.
Simultaneously with the analysis and request of the authorizations described above, it is necessary to proceed with the registration of one's trademark. The competent office is USPTO, and the procedure is quite simple. The filing of the trademark registration application can be done online, and the registration times vary up to 6 months. From a purely legal point of view, it is necessary to point out the c.d. theory of the prior use of the trademark / distinctive sign in commerce. In this case, the company holding the prior use of the distinctive sign will have a right c.d. preventive on registration and ownership of the brand.
Once the company has been established, the trademark registered, and the authorizations required by the law have been obtained, it will be necessary to identify the category of visa that may need to be requested from the USCIS in order to legalize the permanence of an employee in the American territory.
There are various categories of visas, and each category has different requirements. In the particular case of an Italian entrepreneur who wants to sponsor an employee for a visa, the categories that can be used are: E, H, L. Obviously, since it is a company - the American one - a subsidiary of an Italian company, the L category visas are more difficult (intra-company transferee of employee) but those that guarantee greater benefits (total duration of about 5-7 years).
It should be noted that a service is available by which the petitioner can pay a premium of about $ 1,225.00 and obtain approval of the visa in about 14 days (in reality, it is about 30 days for the overall approval of the visa).
The visa application procedure requires the filing with the American authority (USCIS) of a FORM I-129 with a supplement, with the relative documentation proving the obligations under the terms of the visa issue, which, if approved, is sent to the beneficiary of the visa application and the relative American consulate where the beneficiary resides.
The beneficiary will have to go to the American Consulate (by appointment), hold an interview, complete and file additional forms and, once this procedure has been positively defined, the visa will have been affixed to the passport.
The American labor market has quite peculiar characteristics in terms of dynamism. First of all, the regulation allows temporary hiring, hourly, daily, or on a continuous basis and, the relative entry of the worker occurs, more often than not, through private agencies specialized in the search for the worker and in his placement with employers.
Some formalities must be respected before hiring a subordinate worker: it is necessary to verify that the subject in question is qualified to work (if, if not resident in the USA, and not an American citizen, the government authorizations required for the work - EAC or work visa or other). The relevant form to be filled by the worker must be maintained by the employer at his registered office and made available for immigration for any checks.
Subsequently, the worker must complete a subsequent form on the basis of which he will apply to the worker the related withholding taxes to be paid - withholding tax - to the IRS.
Office Rental Contracts and Operating Unit
The rent of a room where to establish the operational headquarters / operating establishment of a company requires the stipulation of a rental contract for commercial use of the property. These contracts have a duration of about 3 years and require the payment of a deposit of around 2-3 months (sometimes they are required about 6 months in addition to a personal guarantee) in addition, obviously in the first month. Notarial formalities are not required for the stipulation of these contracts, however, it should be noted that the landlord (lessor), being new companies and without the c.d. credit history (a history of the credit / debit of the company in the USA) could request the provision of ancillary guarantees before signing the lease / rental agreement for a business unit.
In terms of termination of the commercial lease agreement, particular attention must be paid to the clauses concerning the rights of the lessor / tenant, respectively, to terminate and terminate said contract.