Extraordinary transactions
The Firm supports its clients in extraordinary company transactions in various scenarios which vary from assisting entrepreneurs, businesses in the start-up phase, industrial groups, financial institutions, private equity funds and foreign companies in cross-border and national transactions involving mergers, spin-offs, acquisitions and sales of shareholdings and businesses, as well as in private equity acquisitions, leveraged buyout, management buyout and in establishing joint ventures.
In particular, the activity includes assistance in the preparation of offers, letters of intent, organising and performing due diligence activities, drafting and negotiating agreements, confidentiality agreements, shareholders’ agreements, non-competition agreements, Articles of Association, defining corporate governance aspects and in the choice of management and control systems.
Corporate agreements
The Firm supports Italian and foreign companies in negotiations and the preparation of various types of commercial agreements. The types of contracts drafted by the Firm range from commercial partnerships, an area in which the Firm has significant experience, particularly with reference to the fashion sector and the luxury industry, to agency, distribution, supply and franchising agreements.
The Firm has a long experience in providing assistance to Italian and foreign individuals and companies, in legal disputes and arbitration proceedings relating to corporate, commercial and civil matters, including matters relating to the rights of the individual and succession issues.
The Firm has acquired specific expertise in the corporate sector regarding disputes involving relations between shareholders, the validity of resolutions approved by shareholders’ meetings and by the Board of Directors, actions for liability against directors and members of the Board of Statutory Auditors, the enforcement of shareholders’ agreements and sale/purchase agreements of company shareholdings.
Furthermore, the Firm’s professionals have developed special expertise in administered and ad hoc national and international arbitration disputes, both as defence counsel for the parties and as arbitrators; in this sector the Firm has also assisted its clients in various complex appeals against arbitration awards, an area of activity in which the Firm is able to provide specific expertise. In addition, the Firm pays particular attention to the pre-judicial stage, focusing on out-of-court settlement of disputes.
With regard to bankruptcy issues the Firm provides assistance in litigation proceedings arising from insolvency, including clawback actions, liability actions against corporate bodies and actions which arise from the approval and validation of compositions. In this activity, the Firm has also gained special expertise in the cross-border aspects of insolvency litigation and in the respective international and private law profiles. Moreover, the Firm provides assistance and advice in out-of-court settlements of business crisis scenarios and in the drafting and negotiation of certified plans and debt restructuring agreements.
The Firm has specific experience in the real estate sector and has engaged in the purchase and sale of assets and real estate companies, real estate joint venture transactions in Italy and abroad. The Firm also provides advice in the hotel real estate sector, including the drafting and negotiation of hotel management agreements and touristic facilities, lease agreements, the construction and sale/purchase of tourist or real estate complexes.
With regard to labour law, the Firm regularly advises Italian and foreign clients in out-of-court settings and judicial disputes, mainly from the employer’s point of view, regarding various aspects related to establishing and terminating the employment relationship and in the preparation of tender contracts and agency agreements.
Furthermore, the firm’s professionals have a long-term experience in defining corporate employment policies, also in the case of transferring a business and their business units, in the preparation of mobility plans and solidarity agreements.
The Firm offers advice and assistance in negotiations and in disputes, in all matters relating to family relationships, both from a personal and asset perspective, including the protection of incapacitated persons.
The Firm has specific experience in providing advice regarding succession planning within a business, with particular attention paid to family businesses, which are supported during the asset settlement process aimed at achieving the generational transition.
The Firm assists its clients in the protection of confidential data, cooperating with them in the strategic planning related to the appreciation and protection of the respective proprietary information. The Firm provides advice regarding the correct application of the laws and regulations governing personal data protection, with particular attention paid to commercial and e-commerce distribution.