Rome · Madrid · Rimini
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Assistance to companies at every stage — from incorporation to extraordinary transactions, from governance to the management of litigation — with the option of temporary management support.
We support businesses from incorporation to wind-down, with a results-oriented approach.
Retainer-based service with recurring support for ordinary and extraordinary management. 24/7 availability for urgent matters and direct dialogue with company management.
Assistance in selecting the most suitable corporate form — S.r.l. (limited liability company), S.r.l.s. (simplified LLC), S.p.A. (joint-stock company), partnerships — and handling of notarial and Chamber of Commerce filings. Preliminary tax and asset analysis.
Tailored structuring of corporate governance through articles of association and shareholders' agreements calibrated to the ownership structure. Particular attention to clauses governing the transfer of shareholdings.
Support in managing relations among members and between members and the board of directors, including the organisation of general meetings, drafting of minutes and advice on conflicts of interest of directors.
Assistance in M&A transactions: mergers by incorporation and full mergers, full and partial demergers, acquisitions. Coordination with tax and financial advisors for the overall structuring of the transaction.
Management of legal due diligence and drafting of Sale and Purchase Agreements, with negotiation of representations and warranties, price adjustment mechanisms and earn-out clauses.
Paid-in and bonus capital increases, and voluntary or loss-driven capital reductions, pursuant to arts. 2445 et seq. of the Italian Civil Code. Management of the related corporate meeting and filing requirements.
Upward and downward transformations — typically from S.r.l. to S.p.A. and vice versa — with an assessment of the tax impact and of the continuity of existing legal relationships.
Assistance with voluntary dissolution procedures, appointment of the liquidator and management of the liquidation phase, through to the removal of the company from the Companies Register.
Corporate liability actions and actions brought by company creditors under arts. 2392 et seq. of the Italian Civil Code. Defence of directors in claims of mismanagement, including in insolvency proceedings.
Periodic legal audits on the company's regulatory compliance and due diligence in preparation for investment, financing or acquisition transactions.
Challenges to resolutions of the general meeting and of the board, actions for declaratory relief of invalidity, disputes among members and interim measures typical of corporate disputes.
Acceptance of temporary management engagements and appointment as interim director in situations of crisis, decision-making deadlock or generational transition.
Support to company leadership during phases of crisis, restructuring and reorganisation, including dealings with stakeholders, creditors and banks.
Reach out directly on WhatsApp for a confidential preliminary consultation.
