EMI licence in Italy — the Banca d’Italia file (IMEL)
An EMI licence in Italy runs through Banca d’Italia’s Istituto di Moneta Elettronica (IMEL) regime. The legal home is Title V-bis of the Testo Unico Bancario — Articles 114-bis and following — as amended to transpose EMD2, supplemented by Banca d’Italia’s supervisory provisions and the EBA authorisation guidelines. Three things define the experience for a foreign founder team: the file is in Italian, the supervisor expects substantive presence in Italy, and the review style is famously meticulous. This piece walks through the dossier expectations, the own-funds arithmetic, where first-pass drafts get held up, and how the regime sits alongside UIF and CONSOB.
1. Who grants and who supervises
Banca d’Italia is the competent authority for IMELs. It runs the authorisation assessment, decides on grant, and remains the prudential supervisor for the life of the licence. AML supervision is split: Banca d’Italia owns the framework and inspections, while UIF — the Italian FIU, housed at the central bank but functionally independent — receives suspicious-transaction reports and runs the intelligence side. Where the IMEL also offers investment services or distributes investment products, CONSOB is involved alongside for conduct matters. Getting the three-supervisor map right early avoids drafting a governance section that assigns the wrong obligations to the wrong authority — a surprisingly common first-draft defect.
2. Legal basis
- Directive 2009/110/EC (EMD2) — the EU e-money framework
- Testo Unico Bancario (TUB), Title V-bis — Articles 114-bis and following, the domestic seat of the IMEL regime
- Decreto Legislativo 11/2010 — the Italian payment-services framework, relevant for hybrid IMELs offering unrelated payment services
- Banca d’Italia’s supervisory provisions (Disposizioni di vigilanza) for payment and e-money institutions — the operational rulebook, including annex structure for the application
- EBA Guidelines on authorisation information under the e-money framework — Banca d’Italia applies them
3. Who can apply
- An Italian-incorporated company — in practice an S.p.A. — with real substance in Italy: mind and management, not a plaque
- Initial capital of at least €350,000, fully paid up and evidenced at grant
- Board members and key function holders (esponenti aziendali) who meet the requisiti di onorabilità, professionalità e indipendenza
- Identified qualifying shareholders (partecipazioni qualificate) at and above 10%, each individually assessed
- A complete dossier in Italian
4. What goes in the dossier
Core blocks of a complete IMEL dossier:
- Programma di attività — products, customer journey, distribution channels, target geographies
- Piano industriale — three-year projections, capital trajectory, profitability, stress sensitivity
- Governance map — every esponente aziendale and key function holder, with the three requisiti evidenced per individual
- Internal control system — risk management, compliance, and internal audit as distinct functions with real reporting lines
- ICT and operational-resilience framework — aligned with DORA, including the Register of Information
- Safeguarding model — segregated account at a credit institution or insurance backing, with the contract (or a binding draft) in the file
- AML/CTF programme — business-wide risk assessment, CDD policy, and the two Italian AML roles: the responsabile antiriciclaggio and the delegato per le segnalazioni — see AML representative across the EU
- Outsourcing register with the Article 30 DORA contract clauses for ICT providers
- Conduct framework — complaints handling (gestione dei reclami), marketing policy, fee transparency
5. Own funds: the arithmetic Banca d’Italia checks
EMD2 sets the €350,000 initial-capital floor. Ongoing own funds must be the higher of that floor and the output of the calculation method — for e-money issuance, own funds of at least 2% of average outstanding electronic money (EMD2’s Method D). A hybrid IMEL that also provides payment services not connected to e-money issuance adds a separate own-funds slice for that activity, calculated under the payment-services methods. Banca d’Italia expects the methodology, the data source for “average outstanding e-money”, and worked projections in the piano industriale — not a one-line assertion.
Facts: a prepaid-card IMEL projects average outstanding e-money of €18 million by the end of year two, plus a small unrelated payment-initiation line.
What the rule says: 2% of €18 million is €360,000 — above the €350,000 floor, so the e-money requirement is €360,000, and the unrelated payment-services line adds its own component on top under the payment-services calculation.
What the practitioner does: capitalises above the year-two requirement at grant, shows the month-by-month own-funds line in the projections, and explains in the file how outstanding e-money will be measured daily. Showing the buffer pre-empts the standard supervisory question about capital adequacy under growth.
6. Onorabilità, professionalità, indipendenza
Each named esponente aziendale submits a CV evidencing relevant regulated-sector experience, a criminal-record certificate (certificato del casellario giudiziale) from each jurisdiction of residence over the past ten years, a declaration of conflicts and other directorships, and the statutory fitness declarations. Banca d’Italia may interview candidates before grant — in Italian.
Facts: the proposed chair has lived in three countries over the last decade; the proposed CEO is strong on product but has never held a regulated-entity mandate.
What comes back: the chair needs criminal-record extracts from all three jurisdictions — foreign extracts routinely take weeks and may need sworn translation. The CEO’s professionalità file is thin, which invites either a rejection risk or a request to strengthen the board.
What the practitioner does: starts document collection at project kickoff, not at filing, and pairs the CEO with a non-executive director who carries documented banking or e-money experience — rebalancing the collective board profile before the supervisor asks.
7. Realistic timing
The statutory review runs from a complete dossier — and completeness is the supervisor’s call. End-to-end, with pre-application engagement and one or two feedback rounds, a realistic plan for a first-time applicant is nine to twelve months.
Facts: an applicant files with a safeguarding section that names a credit institution but attaches no contract or binding term sheet.
What comes back: Banca d’Italia treats the file as incomplete; the review clock does not run while the gap stands, and the whole timetable slips by the time it takes to negotiate the account.
What the practitioner does: treats the safeguarding agreement as a critical-path workstream from day one — credit institutions take time to onboard an unlicensed applicant — and files only when the annex is signature-ready.
8. The Italian file at a glance
| Item | Position in Italy |
|---|---|
| Competent authority | Banca d’Italia (prudential); UIF for AML intelligence; CONSOB if investment services |
| Legal form / capital | Italian company, in practice S.p.A.; €350,000 initial capital, fully paid |
| Language | Italian; foreign annexes may require sworn translation |
| Own funds ongoing | Higher of the floor and 2% of average outstanding e-money, plus payment-services component if hybrid |
| Realistic timing | Nine to twelve months end-to-end for a first-time applicant |
| AML roles | Responsabile antiriciclaggio + delegato per le segnalazioni |
9. What switches on at grant
- Banca d’Italia Segnalazioni — the supervisory reporting matrix
- UIF AML reporting and the AUA archive
- CESOP — once cross-border payment thresholds are met
- IPR statistical report
- Conduct obligations under the ABF framework
- Passporting notifications for each host state
10. FAQ
Is the dossier really filed in Italian?
Yes. Italian is the standard. Supporting annexes from an international parent in another language are accepted case by case, but Banca d’Italia may require a sworn translation.
What is an IMEL versus an EMI?
Same substance — Istituto di Moneta Elettronica is the Italian legal term for an e-money institution under EMD2. The Italian transposition is substantively aligned with Spain or France.
How much initial capital do I need?
€350,000, the EMD2 floor, fully paid up and evidenced at grant. Ongoing own funds are the higher of that floor and the calculated requirement, so growing books need more.
How does the AML representative work in Italy?
Two roles: the responsabile antiriciclaggio heads the AML function; the delegato per le segnalazioni signs suspicious-transaction reports to UIF. Both are formally designated — see our AML rep across the EU piece.
How does Banca d’Italia view fintech-bank partnership stacks?
Recognised, but the supervisor expects a clear, contractual allocation of accountability between the partner institution and the applicant. AML coordination across the stack is a recurring inspection focus.
Does PSD3 / PSR change the IMEL regime?
The proposed merger of e-money and payment-institution categories would reshape the framework, with transitional arrangements expected for existing licences. Track the PSD3 / PSR file.
11. What to do, today
- Founders: request a pre-application meeting with Banca d’Italia’s authorisation team before drafting begins — it calibrates the whole file.
- Programme lead: build the dossier in Italian from the start; translation as an afterthought is visible and reads badly.
- HR / cosec: name the esponenti aziendali early and start criminal-record collection immediately — foreign extracts are the slowest annex.
- CTO: build the ICT framework against the actual DORA Register of Information layout, not a summary of it.
- CFO: model own funds monthly against projected outstanding e-money and capitalise above the curve, not at the floor.
Related: Where to base your EMI · UIF Italy · EMI licence in Spain · Safeguarding compared across the EU · Own funds and initial capital for PIs and EMIs
