Trusts in Italy: A Practical Guide to Succession Planning and Asset Protection

For families and business owners with assets in Italy, a carefully designed trust can support succession planning, continuity of ownership and the responsible management of wealth across generations. This guide explains how foreign-law trusts are recognised in Italy, when a trust may be preferable to other structures, and how to coordinate the trust deed, trustee appointment, corporate documentation and ongoing tax compliance. It is intended for international families, owners of Italian businesses and their advisers seeking a practical starting point rather than a substitute for case-specific legal and tax advice.

The relevant legal framework includes the 1985 Hague Trusts Convention, Italian civil and tax law, the EU Succession Regulation and applicable anti-money-laundering rules. The sources at the end identify specific primary legislation and administrative guidance for further verification. The adviser must also consider the law governing the particular trust and the jurisdictions where assets and family members are located.

Why trustees matter for succession and asset protection in Italy

Succession planning for an Italian business often involves three linked objectives: keeping a shareholding or a group of assets under coherent management, providing for family beneficiaries over time, and anticipating the relevant legal and tax consequences. A properly constituted trust establishes a separate fund of assets administered by the trustee under the governing law and trust deed. Asset segregation is legally meaningful, but it does not provide absolute immunity from creditors, succession claims or tax scrutiny.

Italy does not have its own domestic common-law trust statute, but it recognises and gives effect to trusts through international instruments, and it operates a parallel civil-law tradition of fiduciary arrangements. Understanding how these two tracks interact is the foundation of sound structuring. The sections that follow explain the legal basis, the models available, the drafting detail that matters, and the operational steps to implement a robust arrangement.

What a trustee arrangement is and how Italy recognises trusts

In a trust, a settlor places assets under the control of a trustee, who administers them for beneficiaries or a permitted purpose in accordance with the applicable law and the trust deed. Under Article 2 of the Hague Convention, the assets form a fund separate from the trustee’s personal estate. A trust should not be confused with an ordinary fiduciary mandate or nominee arrangement, even where those alternatives serve related planning objectives.

Hague Trusts Convention and recognition

Italy recognises qualifying trusts under the 1985 Hague Convention on the Law Applicable to Trusts and on their Recognition, ratified by Law No. 364 of 1989. Under Article 6, the settlor may choose a law providing for the relevant type of trust; under Article 11, a trust created in accordance with the applicable law is recognised, subject to the Convention’s limits and safeguards. This makes it possible to establish a foreign-law trust with Italian assets, including company shares. Recognition does not displace mandatory rules concerning property transfers, creditors, succession or taxation (notably Articles 12, 15 and 19 of the Convention).

Italian law also provides distinct asset-destination mechanisms, including the vincolo di destinazione under Article 2645-ter of the Civil Code. Such mechanisms have different legal conditions and effects and must not be presented as domestic equivalents of a common-law trust. The HCCH status table identifies the contracting states.

Fiduciary arrangements under Italian civil law versus common-law trusts

Italian law also recognises fiduciary mandates and nominee shareholding structures. A società fiduciaria operates within its own regulatory framework, notably Law No. 1966 of 1939; the legal character of any transfer, the principal’s rights and the fiduciary’s obligations require separate analysis. Such arrangements should not be equated with a trust’s segregated fund and trustee duties. The choice among a trust, a fiduciary mandate and other succession-planning tools depends on the assets, beneficiaries, governance objectives and applicable tax rules.

Typical uses: family succession, company succession and asset protection

Typical objectives include placing family-company shares under coordinated management, providing for minors or vulnerable beneficiaries, organising succession in stages and establishing governance for assets held in multiple countries. Creditor protection may be a legitimate consequence of segregation, but transactions prejudicing creditors, sham arrangements or trusts that leave effective control with the settlor may be challenged or disregarded in relevant circumstances.

When to use a trustee for succession planning and asset protection

A trust should be selected only after comparing its benefits with simpler alternatives and accounting for establishment costs, trustee fees, reporting obligations and loss of direct control by the settlor.

Use-case checklist: liquidity, control, tax and governance

• Family business continuity. Where several heirs would otherwise each hold fragmented minority stakes, a trustee can hold shares as a single block and exercise voting rights consistently under agreed rules.
• Minors and vulnerable beneficiaries. Where beneficiaries are minors, incapacitated or inexperienced, a trustee preserves and administers value until defined distribution triggers are met.
• Cross-border assets. A trust may centralise administration across jurisdictions, but it cannot by itself eliminate conflicting succession, property, reporting or tax rules. The applicable law and transfer formalities must be examined separately for each relevant jurisdiction.
• Creditor and risk separation. A genuine, properly funded trust may achieve asset segregation, subject to applicable insolvency, creditor-protection and avoidance rules. It must not be promoted as a way to put assets beyond existing or foreseeable lawful claims.
• Liquidity and tax planning. Where succession could trigger forced sales to meet tax liabilities, advance structuring can smooth liquidity and align distributions with reporting duties.

Against these benefits, weigh the costs of administration, reporting and reduced flexibility. Where succession issues arise, first identify the law applicable to the succession: Italian forced-heirship provisions may apply, but in cross-border cases that conclusion cannot be assumed solely because assets are situated in Italy. Regulation (EU) No. 650/2012 generally uses the deceased’s habitual residence, subject to its exceptions and an eligible choice of national law.

Choosing the trustee model and due diligence

The trustee is central to the arrangement. Selection should balance competence, independence, continuity, accountability and cost. The appropriate choice depends on the governing trust law and the nature of the assets.

A professional corporate trustee may provide continuity, specialist administration and professional indemnity cover; whether it is licensed or supervised depends on the jurisdiction and services concerned, and must be verified rather than assumed. An independent individual trustee may be appropriate where the mandate is manageable and continuity arrangements are robust. A family-member trustee may understand the family’s needs but can face significant conflict-of-interest and succession risks. A società fiduciaria or nominee shareholder is an alternative structure, not a fourth category of trustee, and should be assessed separately.

Trustee selection checklist: KYC, licences, insurance and experience

• Regulatory status. Check whether the proposed corporate or individual trustee is licensed, supervised or otherwise subject to relevant professional and anti-money-laundering rules in the jurisdictions concerned. Do not assume that every professional trustee is a regulated trust company.
• KYC and onboarding. Verify the identification of the settlor, trustee, protector, beneficiaries and other relevant persons, together with source-of-funds checks. In Italy, the applicable framework includes Legislative Decree No. 231 of 2007; the EU AML package includes Regulation (EU) 2024/1624, generally applicable from 10 July 2027.
• Track record and references. Assess experience with Italian assets, company shares and cross-border recognition.
• Succession and continuity. Check the trustee’s own continuity planning, what happens if an individual trustee retires, dies or is removed.
• Fee transparency. Obtain a clear schedule of fixed and variable fees before appointment.

Trustee governance models: sole versus co-trustees and protector roles

Governance design matters as much as trustee selection. A sole trustee offers simpler administration but concentrates responsibility; co-trustees may add oversight while increasing coordination costs. A protector (guardiano) may be given defined consent, veto, appointment or removal powers under the deed and governing law. These powers must provide meaningful oversight without depriving the trustee of the independent responsibilities required by the trust structure.

Drafting trust deeds and governance rules

The trust deed turns the succession strategy into enforceable rights and obligations. It should address trustee powers, restrictions, beneficiary entitlements and discretion, conflicts, accounting and succession in office. An ordinary mandate and a trust deed are not interchangeable instruments.

Core content of a well-drafted trust deed includes:

• Powers and restrictions. Define investment powers, borrowing powers, the power to vote shares, and express prohibitions.
• Investment policy. Set a written policy aligned with the family’s risk appetite and liquidity needs.
• Distribution rules. Specify discretionary or fixed distributions, triggers, ages and conditions.
• Appointment and removal. Set the mechanics for appointing successor trustees and for removal by the protector or beneficiaries.
• Reporting. Fix reporting content, format and frequency.
• Delegated powers. Permit and control delegation to investment managers or administrators.
• Fees. State the trustee’s remuneration basis.
• Confidentiality and AML/KYC. Record confidentiality limits and the trustee’s compliance obligations.

Coordinating the trust deed with company articles

Where a trustee is to hold Italian company shares, the deed must be coordinated with the company’s articles of association, applicable share-transfer restrictions and any shareholders’ agreement. The trustee must be able to exercise voting and other shareholder rights within the limits of company law and the deed. Whether consents, waivers or corporate amendments are required is a question to be resolved before the transfer.

Reporting templates and frequency

Standardise reporting from the outset. A typical cycle includes annual accounts of the trust fund, a narrative report on material decisions, a distributions ledger, and a compliance confirmation covering beneficial-ownership and tax filings. Many arrangements adopt annual reporting to beneficiaries and protectors, with interim reporting on material events such as large transactions or trustee changes. Consistent templates reduce disputes and support the audit rights discussed below.

Enforcement and dispute resolution: choice of law and seat

The deed should clearly identify the governing trust law and appropriate mechanisms for resolving disputes. In a cross-border matter, advisers should distinguish the law governing the trust from the laws governing the succession, transfer of specific assets and mandatory creditor or third-party protections. The relevant limitations are reflected in Articles 12, 15 and 19 of the Hague Convention and, for succession matters within its scope, Regulation (EU) No. 650/2012.

Interaction with company articles and corporate governance

Where a trust holds shares in an Italian S.r.l. or S.p.A., the trustee’s position as shareholder must be reconciled with Italian company law, the articles of association and any shareholders’ agreements. A trust deed cannot override company-law requirements merely by providing different instructions to the trustee.

Amendments to articles to accommodate trustee arrangements

Pre-emption rights, approval clauses and other restrictions may apply when shares are transferred to a trustee. Review the articles and any shareholders’ agreement before transferring the shares; obtain the necessary consents or waivers, and amend the articles only where appropriate. Changes to the articles of an S.p.A. are generally resolved by the extraordinary shareholders’ meeting; for an S.r.l., Article 2480 of the Civil Code provides for a shareholders’ resolution recorded by a notary. Required amendments are filed with the Registro delle Imprese. A change in the trust’s beneficiaries does not automatically have the same legal effect as a transfer of registered shares, but it may still matter for contractual restrictions or beneficial-ownership checks.

Shareholder agreements and trust deed coordination

Where a shareholders’ agreement addresses board appointments, deadlock, distributions or transfers, review its consistency with the deed. The deed must identify how the trustee exercises shareholder discretion and any legitimate protector consent rights without becoming a mere nominee. Corporate title, control and the identification of ultimate beneficial owners are related but distinct questions.

Tax, reporting and disclosure duties

Italian trust taxation requires two separate analyses: income taxation during the trust’s life and inheritance/gift and transfer taxation in connection with asset transfers. For income tax, the residence and effective classification of the trust are material. A transparent trust (trust trasparente) is one whose identified income beneficiaries hold an enforceable right to the income within the meaning of Article 73 of the TUIR; merely naming someone as a potential discretionary beneficiary does not necessarily make the trust transparent. An opaque trust (trust opaco) is generally taxed on income at trust level, subject to the applicable rules for foreign trusts and distributions. The Agenzia delle Entrate Circular No. 34/E of 20 October 2022 remains relevant to this classification, but later statutory changes must also be applied.

Inheritance, gift and income tax: the key steps

• Determine residence and classification. Examine the trust’s residence, commercial or non-commercial nature, transparency or opacity, and any concerns about interposition; these affect the taxable person and filing obligations.
• Annual income-tax compliance. Determine which Italian returns and payments are required at trust or beneficiary level, and assess reporting of foreign assets where relevant.
• Beneficial ownership and AML. Identify and document the relevant natural persons for anti-money-laundering purposes. The Italian beneficial-ownership framework was further amended by Legislative Decree No. 122 of 10 June 2026, implementing selected provisions of Directive (EU) 2024/1640. Check the current operational status of the Italian beneficial-ownership register before filing: in October 2026 its ordinary reporting/enforcement arrangements remain suspended and voluntary communications are possible, according to the Chamber of Commerce of Cuneo. This does not remove substantive due-diligence duties.
• Inheritance and gift tax. Under Article 4-bis of Legislative Decree No. 346 of 1990, introduced by Legislative Decree No. 139 of 2024, the ordinary taxable event is the gratuitous enrichment resulting from a transfer to beneficiaries. The settlor (or trustee in the case of a testamentary trust) may instead opt for payment when assets are settled or the succession opens, subject to statutory conditions. Rates and exemptions depend on the relationship between settlor and beneficiary; the August 2026 amendments under Legislative Decree No. 148 of 2026 also expressly coordinate the advance-tax option with mortgage and cadastral taxes. The tax position must be assessed separately for each asset and transfer.

Cross-border issues and double-tax treaties

Where the settlor, trustee, assets or beneficiaries are in different jurisdictions, examine the residence and location of each party and asset, foreign trust classification, relevant treaties (where applicable), and reporting regimes such as CRS and FATCA. Under Article 2(2-bis) of Legislative Decree No. 346 of 1990, the Italian inheritance/gift tax territorial scope of trust distributions takes account of the settlor’s residence at the time of asset segregation; a non-resident settlor generally brings Italian-situs assets within scope. Treaty protection should not be presumed, because not every treaty applies to trusts or to every relevant tax.

Fiduciary controls, risk management and compliance

Trustee duties arise primarily under the governing trust law and the trust deed, while mandatory Italian rules may also apply to particular assets and activities. Proper administration includes acting within powers, managing conflicts of interest, keeping accounts and satisfying the applicable disclosure and due-diligence obligations. Recognition of the trust and the extent of the trustee’s duties should not be inferred from broad references to court decisions without identifying the relevant authority.

Internal audit and trustee oversight

Build proportionate oversight into the structure from the outset: accounts, recorded decisions, information rights under the governing law and deed, and appropriate independent review. Italian customer-due-diligence obligations depend on the status of the parties and the services supplied; they should not be described as applying identically to every private trustee. The current Italian framework is complemented by EU reforms, including Regulation (EU) 2024/1624, generally applicable from July 2027.

Escalation and removal procedures

Define clear escalation routes for breaches, conflicts or underperformance, and set out the grounds and mechanics for removing and replacing a trustee. Indemnities and professional indemnity insurance manage residual liability, but they should never substitute for competent administration and robust internal controls.

Handover procedures and continuity planning

An effective trust should remain administrable if a trustee resigns, dies, becomes incapacitated or is removed. The deed and governing law should provide for the appointment of a successor and the orderly transfer of records and control over the fund.

Practical checklist for smooth handover

• Identify successor trustees in advance and record the appointment mechanism in the trust deed.
• Define trigger events, death, incapacity, resignation or removal, and the automatic consequences of each.
• Empower the protector to appoint or remove trustees within defined limits.
• Maintain an up-to-date asset register and key-contact list so a new trustee can take over without interruption.
• Document distribution history and outstanding obligations to avoid gaps in reporting and tax filings.
• Review the arrangement periodically against family circumstances and current law.

Staged handovers, where the next generation gradually assumes roles as protector, co-trustee or advisor, help build competence and trust before full responsibility passes.

Comparing Trust Structures and Fiduciary Alternatives

The comparison below is indicative. A fiduciary mandate is included as an alternative to a trust, not as another kind of trust or trustee. Regulatory status and costs vary considerably with jurisdiction, structure and asset complexity.

A holding company and a trust serve different purposes. A holding company may centralise corporate ownership and management; a trust may establish long-term fiduciary administration for beneficiaries under a separate fund. The two may be combined, but this requires coordinated company, succession and tax advice and is not automatically preferable to a simpler arrangement.

Step-by-step practical checklist to set up a trustee arrangement

The following sequence turns strategy into an implemented structure. Treat it as a project plan and confirm each legal and tax point against the official sources listed below.

1. Define objectives. Clarify succession goals, control preferences, asset-protection needs and beneficiary profiles.
2. Map the assets. Inventory company shares, real estate, financial assets and cross-border holdings.
3. Select the structure and governing law. Choose an appropriate law providing for the proposed trust, or evaluate a legally distinct fiduciary or corporate alternative; assess recognition and mandatory rules in each relevant jurisdiction.
4. Choose the trustee model. Match the model to complexity, value and control, using the selection checklist above.
5. Conduct due diligence. Verify authorisations, insurance, KYC processes and continuity planning.
6. Draft the trust deed. Set powers, distributions, reporting, appointment/removal and dispute-resolution provisions under the chosen trust law.
7. Reconcile with company articles. Check pre-emption and transfer restrictions; amend articles and shareholder agreements where needed.
8. Implement and document asset transfers. Use the notarial, registration and corporate formalities required for the particular asset and jurisdiction.
9. Address beneficial ownership. Perform identification and due diligence; confirm whether and when relevant registers accept or require filings under the rules in force.
10. Address taxation and filings. Assess income tax, inheritance/gift tax, the optional advance-payment mechanism and any mortgage or cadastral taxes, along with reporting obligations.
11. Implement oversight. Establish audit rights, protector powers and reporting templates.
12. Maintain annual compliance. Calendar returns, reports and reviews, and update the structure as circumstances change.

Worked example: a family-owned S.p.A. with cross-border assets

Consider a hypothetical example. A founder owns a controlling stake in an Italian S.p.A. and holds investment property abroad. Three children are involved in the business to differing degrees; one is a minor. The founder wants to keep the company intact, protect the minor’s interests, and avoid a forced sale to meet future liabilities.

The advisory process begins by mapping the assets, relevant jurisdictions and the family objectives. The advisers then assess whether a foreign-law trust is suitable for the Italian S.p.A. shares and the overseas property, including whether the other country will recognise the proposed structure. An independent corporate trustee is considered, with a protector holding narrowly defined oversight powers. The S.p.A.’s articles contain a pre-emption clause: before transferring the shares, the advisers must determine whether a consent, waiver or amendment is required. Any amendment is adopted and registered through the appropriate corporate procedure. The deed provides for an investment policy, a mechanism for distributions and regular reporting.

Before implementation, the advisers determine the law governing the founder’s succession under the applicable private-international-law rules, including Regulation (EU) No. 650/2012 where relevant, and assess any protected heirship rights. They separately analyse trust residence, taxation at settlement and distribution (including the option under Article 4-bis), asset-transfer formalities and beneficial-ownership identification. The aim is structured continuity, not a guarantee that all succession or creditor challenges can be excluded.

Conclusion

An Italian-connected trust is best understood as a long-term governance arrangement requiring integrated legal, tax and administrative planning. The Hague Convention provides the framework for recognising qualifying foreign-law trusts; domestic fiduciary mandates are different legal instruments. Sound results depend on independent trustee administration, an appropriate deed, proper transfers and corporate coordination, up-to-date tax analysis and reliable succession in office. A trust can be valuable for family and business continuity, but only where its advantages justify the costs and its limitations are understood.

Need Expert Advice?

This article was produced by Global Law Experts. For specialist advice on this topic, contact Filippo Lanteri at Studio Scarabosio Lanteri SRL STP, a member of the Global Law Experts network.

Sources

1. HCCH, Convention of 1 July 1985 on the Law Applicable to Trusts and on their Recognition, Articles 2, 6, 11, 12, 15 and 19
2. HCCH, status table for the Trusts Convention
3. Regulation (EU) No. 650/2012, especially Articles 21-23, on cross-border succession
4. Legislative Decree No. 346/1990, consolidated text, especially Articles 2 and 4-bis
5. Legislative Decree No. 139/2024, reform of inheritance and gift taxation
6. Legislative Decree No. 148/2026, Article 13, on the advance tax option for trusts
7. Agenzia delle Entrate, Circular No. 34/E of 20 October 2022, on trust taxation
8. Regulation (EU) 2024/1624 on anti-money laundering, generally applicable from 10 July 2027
9. Chamber of Commerce of Cuneo, current operational suspension of the Italian beneficial-ownership register
10. Consiglio Nazionale del Notariato, Study No. 48-2023/T on trust transfers and interposition
11. Legislative Decree No. 122/2026, on the Italian beneficial-ownership framework