Procedures for spin-off creation

The Regulation for the creation of Cnr spin-off companies intends to discipline the establishment of the companies, aimed at exploiting Cnr research results, based on experience and know-how developed within laboratories. 

Spin-off Staff of the Technology Transfer Office (TTO) support researchers during the start‐up phase and assist them through the whole process of translating a business idea into an enterprise. It plays a part in promoting spin‐offs, such as assisting with: selecting proposals; business planning; shareholder agreements; attracting investments, stimulating networking with enterprises and financing opportunities; navigating the spin‐off process through the Cnr system; monitoring company outcomes; organizing events to foster an entrepreneurial culture.

Approval and establishment procedure

The procedure for Cnr spin-off authorization includes the following steps.

• The researchers that intend to set up a new company get in touch with the TTO in order to submit the business idea.
• TTO helps researchers and other shareholders (companies, research institutes, universities) to fine tune the proposals, providing support to prepare business plans, to choose the IPR protection strategy, to define the consortium agreements.
• The spin-off proposal is submitted by TTO to the Committee of experts (the Committee was modified in April 4th, 2022, and renewed on October 27th, 2022). In the examination, attention is paid to several points, such as the validity of the project; economic and market prospect; the role of Cnr in the initiative.
• Furthermore, the spin-off proposal is presented by TTO to Cnr’s governing body (with the approval of the Department/Institute).The participation of Cnr in the companies is submitted to MIUR for its evaluation.
• The final step is the company’s incorporation with the notary deed.

Spin-off company shareholders

Cnr staff (research and technical-administrative staff), together with the holders of research grants or collaboration contracts, is the shareholder of the new companies. The authorization to carry out work activities lasts three years renewable of two. The options are: unpaid leave, part-time, or full time.

The authorization to hold administrative positions may be granted only where the activities carried out at the companies are compatible with the institutional activities. The other shareholders are Cnr itself (with a share up to 25%) and businesses, other public scientific institutions and financiers.The entrance of venture capitalists in the company is also encouraged.

Relationship between Cnr and spin-off

The relationships between Cnr and spin-off company are set by:

• Company Statute: regulates the organization of the company.
• Shareholders’ agreements: discipline the common action within the company.

Agreements setting out the conditions for the utilization of CNR facilities, laboratories, trademark, and IPRs.