Corporate Law and M&A
We assist companies, shareholders and investors in the formation and reorganisation of companies and groups, in acquisition and disposal transactions and in governance matters, with reference to the Civil Code’s corporate law provisions and the rules on appropriate organisational structures (Article 2086 of the Civil Code).
Key contact
Services
What we do.
- —Extraordinary transactions: mergers, demergers, conversions, contributions and transfers of shareholdings or business units, including cross-border transactions
- —M&A transactions: legal due diligence, negotiation of share and asset purchase agreements, representations and warranties, price adjustment, earn-outs and indemnification mechanisms
- —Governance and liability: shareholders’ agreements, management and control systems, delegation of powers, appropriate organisational structures and liability actions against directors and supervisory bodies
- —Capital transactions: capital increases and reductions, shareholder financing, participating financial instruments, classes of quotas and shares, shareholder withdrawal and exclusion
- —Corporate life and disputes: convening and recording of shareholders’ and board meetings, challenges to resolutions, management of disputes between shareholders
- —Ownership structures: incorporation of holding companies, group reorganisations, family agreements (patti di famiglia) and generational succession
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