MILAN — Miuccia Prada and her husband Patrizio Bertelli are starting 2015 with a fully Italian corporate structure, formalizing their decision to transfer the legal headquarters of their fashion group to their home country from Luxembourg.

This story first appeared in the January 8, 2015 issue of WWD. Subscribe Today.

Prada Holding, as well as Bertelli’s holding Pa Be 1, and Bellatrix — controlled by the three Prada siblings, Miuccia, Alberto and Marina — have moved their legal seats to Italy.

The designer and her husband were nominated administrators of Prada Holding BV, as well as their son Lorenzo Bertelli, born in 1988 and a World Rally Championship driver, together with Carlo Mazzi, who is the chairman of Prada Group, which is publicly traded on the Hong Kong Stock Exchange.

As reported in October, the company said Prada Holding BV, Prada SpA’s immediate holding company, was to be incorporated into Gipafin Sarl by December. After the merger, Prada Holding BV ceased to exist and Gipafin Sarl, the company’s new immediate holding company, was renamed Prada Holding Sarl. This is now called Prada Holding SpA.

In 2013, Prada and Bertelli settled with Italian tax authorities regarding unpaid taxes related to the location of their corporate headquarters in Luxembourg rather than in their home country. Prada SpA said at the time it would transfer its legal headquarters to Italy. In the fall, Italy’s tax authorities started investigating the designer and her husband. The investigations revolve around “the accuracy of certain past tax filings” relating to foreign-owned companies. This follows a “voluntary disclosure” to tax authorities in December 2013 that resulted in an agreement between the couple and Italian tax officials.

“This agreement completely satisfied the claims of the Italian Tax Authority, as declared and confirmed by the authority itself,” argued the company, adding that neither the firm nor any of its subsidiaries was or is involved in the matter.

It is understood that Bertelli and Prada in 2013 paid 470 million euros, or $620.4 million at average exchange, to the tax office. A well-placed legal source told WWD on Wednesday that the prosecutors “have not made a definite decision yet” on the penal relevance of the issue. The source underscored that the entrepreneur and his wife “have been very loyal to the Italian state and it must be recognized that they paid a hefty sum and brought their companies back to Italy.”

Any transaction with Italy’s tax office starting from a sum as low as 100,000 euros, or $124,576, is declared to the prosecutors. “It’s a standard procedure” in light of the large sum involved, said the source.

According to the source, the Agenzia delle Entrate, Italy’s tax agency, contested that Prada Holding BV had allegedly set up subsidiaries in the Netherlands and Luxembourg for a more favorable tax rate and only formally, but that they were not really operating out of those offices. In December 2013, Prada revealed “the completion of a voluntary disclosure procedure, which follows the company’s strategic decision to choose Italy as its business hub.”


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