COMMERCIAL CONTRACTS

FFor these purposes, we are used to working with in-house counsel and the people who manage contractual relationships for our clients (purchasing, sales, R&D, finance and treasury departments). Typically, we conduct a joint preliminary legal evaluation of each project and relevant business relationship with the counterparties; on the basis of that assessment, we then assist our clients in the selection, drafting and negotiation of contracts fit for their business targets and in accordance with best market practices. We also advise our clients in regard to negotiations with banks, financial institutions, independent and governmental authorities for financing their business (loans, securities, sale and lease back projects, leasing, factoring, etc.). Our advice goes beyond national borders thanks to our network of foreign correspondents with whom our professionals have worked over the years on multiple projects.

We have particularly strong experience in the Automotive, Motorcycle, Robotic, Automation, Fashion and Information and Technology sectors.

CORPORATE

WWe have specialist knowledge and expertise in providing general corporate and compliance advice for several domestic and international clients having their affiliates in Italy. Our services cover all elements of company law, assisting both the management body of our clients as well as their shareholders (e.g. coordinating corporate procedures, drafting of and reviewing resolutions, taking part in general meetings as proxy holders, advising on intercompany transactions, etc.).

We frequently work with and advise in-house counsel and the supervisory/oversight bodies of our corporate clients and act as external general counsel of companies not having in-house capability.

CORPORATE COMPLIANCE

WWe assist our clients to foster a culture of compliance and integrity for their business to minimize operational and regulatory risks. Our team has long term experience in corporate governance according to Legislative Decree No. 231/01 concerning the administrative liability of corporate entities for criminal offences, health and safety at work place according to Legislative Decree No. 81/08 and personal data protection (GDPR/EU Regulation No. 679/2016). Our team supports clients on risks assessment, drafts policies and protocols, implements and supervises compliance programs and provides assistance for the implementation of remedial actions. Our professionals are members of oversight/supervisory bodies according to Legislative Decree 231/01 (Organismo Di Vigilanza) of various clients operating in the industrial sector and regularly deliver training to key personnel.Illustrative of our activity recently in this area is the organization and implementation of critical compliance programs for certain leading Italian companies operating in the green economy, motorcycle, automotive, recycling, robotic and automation sectors.

INTELLECTUAL PROPERTY

OOur legal services will facilitate the protection of your ideas, creative works and products against infringements. We are also committed to advising you on how to get the most value from your IP portfolio which, in the context of a global economy, is a key strategic asset to both defend and increase market share.

Thanks to our breadth and depth of experience in assisting domestic and international clients, we can offer a complete range of legal services for the enforcement, defence, commercialization, exploitation and acquisition of patents, utility models, copyrights, trade secrets, trademarks.We regularly advise clients in drafting licences, R&D and cooperation contracts (e.g. joint development and patent co-ownership agreements), in implementing internal policies for the safeguarding of know-how and trade secrets. We also have a very strong long term experience in litigation concerning copyright, industrial property and unfair competition.

Our IP practise services the needs of many sectors, with special focus on clients (both global and domestic) operating in manufacturing/engineering (i.e automotive, motorbikes manufacturers, robotic and automation, fashion, etc.), software houses, international traders of consumer goods, food and beverage as well as tour operations and leisure.

JOINT VENTURES

OOur professionals has breadth and depth of experience in the setting up of joint venture companies aimed at developing and moving forward our domestic clients’ business in other jurisdictions or developing domestic business by advising overseas investors in the development of their business in Italy.

The most prominent foreign jurisdictions for the formation and governance of joint venture companies which have featured in our casework have been the EU, USA, Russia, Brazil, India, Hong Kong, China, Turkey and Tunisia.

LITIGATION

WWe have very strong long term experience in defending corporate and private clients in litigation in court or by arbitration concerning all areas of corporate, M&A, bankruptcy, IP and civil law, providing our clients with result-oriented services.

We also deliver cost effective and timely assistance for debt collecting and provide clients with internal procedures to keep account receivables under control. Our professionals have been appointed as arbitrators in several arbitration proceedings administered by the Milan Chamber of Arbitration and by the Milan Bar Association.

MERGERS & ACQUISITIONS

WWe have long term experience in M&A transactions and represented a diverse range of international and domestic companies and investors.We have particular strength in depth in the industry sector where our professionals have advised on both sale and purchase of domestic and foreign companies and divisions of global and domestic corporate groups. We have consolidated experience in advising national and international clients on all aspects of the sale process and we are used to working closely and collaboratively with our clients’ financial advisors and managers to ensure that transactions are properly, exhaustively and effectively managed to reach targeted outcomes.

We also provide comprehensive assistance in the management of post acquisition claims, settlement and dispute resolutions in court or by arbitration.

REAL ESTATE

TThrough the joint cooperation of our professionals dealing with M&A and civil law, and public notaries, with whom we constantly work, we can provide full assistance at all stages to domestic and international clients operating in the Italian real estate market, including investment funds. Once a real estate target is focused, we provide a comprehensive package of services, starting with the financial resources (loans and other forms of financing) and leading through to the completion of the acquisition.We also assist our clients with all legal matters concerning the ordinary and extraordinary management of their real estate interests, leasing etc.

In recent years, we have advised an investment fund in the presentation of competitive offers for the purchase of hotels and successfully assisted a real estate company in major litigation for the termination of an agreement for the lease of a manufacturing plant and its recovery from the tenant.

RESTRUCTURING & INSOLVENCY

WWe have assisted several clients in debt restructuring by providing flexible solutions to secure business continuity during the economic crisis experienced in Europe as a consequence of globalization. Our knowledge of tools provided by Italian bankruptcy law enables us to offer services for restructuring and pre-bankruptcy settlement arrangements with creditors tailored to the needs of our clients, along with advice on the implementation of extraordinary transactions and arrangements with banks and financial institutions and public entities. To deliver tailored solutions, our first step is to gain full knowledge and a deep understanding of the extent of insolvency or risk of insolvency faced by our clients, and thereafter we design the most suitable pathway towards business recovery provided by the legislation, coming up with practical and cost effective solutions in cooperation with our external tax and finance counsels.

Among our most representative experiences, we have advised companies operating in the real estate, chemical, pharmaceutical, automotive and textile sectors.