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Europe Guide

Corporate/M&A — Italy

Overview

ITALY: An Introduction to Italy Contributed by Nctm Studio Legale

CORPORATE /M&A: INVESTING IN ITALY

Country overview

The Italian economy is characterised by 4.4 million highly dynamic businesses operating in many diversified industries. The vast majority of these are small and medium-sized enterprises while only 3,400 are large companies with more than 250 employees (source: ISTAT, 2015). Motor vehicles, fashion and luxury goods, life sciences, aerospace, chemicals, information and communication technology, logistics, renewable energy, and precision machinery are among the most important sectors of Italian manufacturing.

Despite the fact that Italy has always been very attractive for foreign investors, representing a geographic strategic hub and for the high embedded value in its assets (generally underestimated), international investors, in the past, have been cautious to enter into the Italian market, due to Italy’s legislative background, tax system, judicial system, and high standards of employment protection.

In such context, the 2008–2014 crisis has been a strong wake-up call to the Italian government, institutions and private companies, which understood that Italy needed to open its markets to foreign investors in order to survive the post-crisis business environment and meet investors’ needs in terms of stability and efficiency.

To improve Italy’s long-term growth prospects, the Italian government has set out an ambitious structural reform agenda across many policy areas. Some reforms have been made, such as those regarding labour contracts and certain tax incentives or simplifications, some are under way but are not yet completed, while others are still in the pipeline.

This path of reforms has been very much appreciated and, together with the increased international attitude of Italian entrepreneurs, resulted in an extraordinary growth of the Italian M&A market. In 2015 the M&A market showed solid growth (+28%), mainly driven by an increase in foreign investment confidence, and this trend seems to have been confirmed for 2016. However, after the Italian constitutional reform was stopped by the referendum held in December 2016, a period of political uncertainty has started and the reform agenda inevitably suffered a blow and stopped. Nonetheless, international investors in the Italian market can still benefit from the measures already implemented.

Corporate and litigation

The Italian corporate law system can be fairly considered in line with the best international standards and some new rules were introduced in 2014 aimed at incentivising listing and capitalisation of companies. One of the major changes entails another step in superseding the “one-share-one-vote” principle: by-laws of closely-held joint stock companies can now issue special category shares with multiple votes (up to 3) that, in case of listing, can be maintained after the IPO (in line with similar provisions applied in recent high-tech U.S. IPOs); moreover, both listed and non-listed companies can issue “loyalty shares”, by which any shareholder holding its stake for a minimum of 24 months is entitled to up to 2 votes per share.

Also the length of litigation in Italy, generally considered by foreign investors as a serious criticality, is improving; the establishment, in 2012, of the “Firms Courts”, dedicated to disputes regarding business activities and aimed at ensuring the specialisation of judges and reducing the backlog of claims, has significantly expedited the duration of civil proceedings (according to the Ministry of Justice, the average duration of first degree civil trials was reduced from 547 days in 2013 to 367 days in 2016).

Labour law

One of the most interesting legislation reforms focused on rationalising employment protection, expanding active labour market policy, making social protection more effective, and boosting female labour force participation.

Less stringent employment protection legislation is meant to support higher productivity, making it easier for firms to respond quickly to changes in technology or product demand that require reallocation of staff or downsizing. To rebalance job protection, a standard contract with employment protection increasing with tenure was introduced in 2015, to be applied only to new employment contracts. In case of unlawful dismissal (except for the most serious cases in which reinstatement applies, e.g. discriminatory dismissal), the amount of the indemnity is determined in connection with the length of the employment relationship (as a general rule, 2 monthly wages per year, but not less than 4, and not more than 24). Moreover, a new form of out-of-court procedure for dismissals has been introduced: the employer pays the worker an indemnity equal to 1 monthly wage per year of service (but not less than 2 and not more than 18). This settlement prevents any further dispute by the worker and both parties have a strong incentive to apply this procedure, since the sum paid is not subject to social contribution or taxation.

As a consequence of such reforms (together with other measures), according to the Ministry of Justice, from 2012 to 2016 the overall number of employment disputes in the private sector declined by 1/3 and the number of disputes regarding lay-offs and short-term contracts was reduced by 69%.

Tax law

A set of tax measures aimed at boosting investments has been implemented.

Rates– Starting from 1 January 2017, for companies other than banks and other financial institutions, the corporate income tax rate has been reduced from 27.5% to 24%.

R&D and capex– The 2015 Budget Law overhauled the R&D tax credit regime; a company qualifies for a tax credit if it invests at least EUR30,000 per year in certain forms of R&D, and its total R&D spending in a given year exceeds the average amount spent on corresponding forms of R&D over the 3 tax years preceding that in progress on 31 December 2015. Moreover, under the so-called “patent box”, resident entrepreneurs in Italy, or resident entities in countries that have signed a double tax treaty and exchange information with Italy, may opt for a new tax regime if they carry out R&D activities. Under such regime, a certain percentage of qualifying income – deriving from the licensing or direct use of eligible IP (software protected by copyright, patent, trademark, design, model, process, secret formula and/or industrial, commercial or scientific knowledge) – is excluded from the tax base. In addition, to facilitate investments in technology, the 2017 Budget Law has introduced the “hyper depreciation” regime for certain operating assets linked to a company’s production system or supply network.

New form of ruling for substantial investments– A new form of tax ruling is available for companies (whether resident or non-resident) intending to invest in Italy at least EUR30 million generating new employment. The investor must disclose a business plan indicating the size, timing and mode of implementation of the investment and the number of workers likely to be hired and it may ask for a tax ruling on various issues, such as whether abuse-of-law or other anti-avoidance measures are likely to be triggered and the tax implications of a group reorganisation. The tax authorities should provide, within 120 days, a written answer, binding as long as the facts and circumstances do not change.

Withholding tax exemption– Since 2016, subject to certain conditions, no withholding tax is levied on interest on medium or long-term loans granted to enterprises resident in Italy by, inter alia, EU banks or foreign institutional investors established in a country allowing for an adequate exchange of information with Italy (even if they are not subject to tax in their country of establishment but provided that they are subject to regulatory supervision).

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BonelliErede - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Umberto Nicodano, Carlo Montagna and Stefano Cacchi Pessani
- 26 partners
- 51 other qualified lawyers
- Office locations: Genoa, Milan and Rome

What the team is known for Outstanding corporate team capable of dealing with all manner of matters including M&A, corporate governance issues, hostile bids and joint ventures. Handles both high-profile domestic and cross-border transactions on behalf of key multinational and Italian clients. Enjoys a long-standing reputation in the market as a go-to firm for multidisciplinary transactions.

Strengths Clients appreciate the firm's tailored advice, as one source says: "The lawyers demonstrate good knowledge but also good sense in advising on the best approach to a particular issue," and adds that "they have a lot of specialists in different areas of the law and as a consequence their level of service is above average."

Another client describes the team as "sophisticated, responsive and able to communicate legal issues and cultural differences clearly."

Work highlights Represented Pirelli in its acquisition by ChemChina, including advising on the integration of its industrial business into China National Tire & Rubber's industrial business via a joint venture.

Advised Abertis Infraestructuras on the EUR1.2 billion acquisition of a majority stake in Italian motorway company A4 Holding.

Significant clients Advent International, Bain Capital, Eni, GE, Atlas Copco.

Notable practitioners

Sergio Erede remains widely regarded as "one of the best" in the Italian M&A arena. He has extensive experience advising international and domestic clients from a wide variety of industries such as energy, telecommunications and banking.

Umberto Nicodano specialises in M&A transactions in the private equity sector. Clients say: "He is outstanding. He always has a high-level view on every single issue without getting distracted by technicalities. His advice is very practical and down to earth, which is what we need." His practice covers public and private M&A and corporate governance.

Roberto Cera advises domestic and foreign clients on the bulk of M&A transactions, notably in the real estate, telecommunications and infrastructure arenas. He recently advised Almirall on the acquisition of 100% of the share capital of Poli Group Holding.

Andrea Carta Mantiglia has considerable experience advising pharmaceutical companies on M&A, joint ventures and other corporate matters.

Giovanni Domenichini handles a wide range of corporate law mandates including extraordinary finance operations and restructuring proceedings.

Mario Roli focuses on the infrastructure sector, assisting energy, utilities and infrastructure groups with corporate and M&A. Clients say he provides "commercial advice that is always very helpful."

Department profile by BonelliErede

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Chiomenti - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Francesco Tedeschini
- 29 partners
- 62 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Market-leading corporate practice skilled in a broad spectrum of matters encompassing corporate governance, M&A and joint ventures. Demonstrates outstanding cross-border capabilities and has offices in numerous different locations worldwide including Shanghai and New York. Praised for its knowledge of a wide range of different sectors such as banking, financial services, energy and real estate.

Strengths Sources appreciate the firm's "capability to understand the business reasons beyond any contract or acquisition. Furthermore, it has a 360-degree ability to manage and solve any legal problem, such as labour, tax or litigation, which can arise in complex M&A transactions."

Another happy client says: "I have been extremely impressed by the firm's performance. The lawyers of Chiomenti are reliable, and they know how to work as a team and to liaise with the client's team as well."

Work highlights Assisted Enel with the partial non-proportional spin-off of Enel Green Power, the first spin-off between Italian-listed companies to result in the beneficiary company holding the whole share capital of the spun-off company.

Advised Nuove Partecipazioni and Camfin on the set-up of an industrial partnership with China National Tire & Rubber in the context of the latter's acquisition and de-listing of Pirelli.

Significant clients Gavio Group, Unipol, Goldentree Asset Management, Saipem, E.ON.

Notable practitioners

Michele Carpinelli remains a leading light in the market, "enjoying an incredible reputation for the last 15 to 20 years," according to interviewees. Clients add that he is "the wisest and most eminent lawyer I have ever met." He has a wealth of experience working with banks and listed companies.

Carlo Croff has a wealth of experience advising corporate, banking and insurance clients on a range of matters including M&A, joint ventures and commercial contracts. Clients say he is "extremely calm in negotiations and at the same time highly skilled in achieving the client's goal."

Sources praise Francesco Tedeschini's "ability to manage every situation to find the right solution." He regularly assists insurance companies and financial services firms with M&A and corporate governance matters.

Luca Fossati is praised for his "impressive expertise in M&A" and his "constructive and assertive" approach. He recently assisted Fininvest with the sale of a 48% stake of AC Milan to entrepreneur Bee Taechaoubol.

Filippo Modulo focuses on the real estate and energy sectors, handling M&A, joint venture agreements and commercial contracts.

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Gianni, Origoni, Grippo, Cappelli & Partners - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Francesco Gianni and Roberto Cappelli
- 36 partners
- 120 other qualified lawyers
- Office locations: Bologna, Milan, Padua, Rome and Turin

What the team is known for The team joins the top band in the rankings this year due to its growing reputation in the market and glowing references from clients who highlight the added value created by its multidisciplinary expertise. Advises high-profile clients from the financial, energy and transport sectors. Skilled at handling privatisations as well as cross-border mandates thanks to numerous different locations worldwide.

Strengths Clients are fully confident in the firm's skills, saying: "For complex transactions there is no question - I go to Gianni, Origoni, Grippo, Cappelli & Partners." They enthuse that "the firm's level is always top and it makes a 100% effort to understand our business so that their advice is always spot-on, easy to understand and timely."

Further sources add that the firm "provides a high-quality service with highly knowledgeable lawyers in all different sectors and practices."

Work highlights Advised the Italian Ministry of Economy & Finance on the EUR9 billion privatisation proceedings of Poste Italiane.

Advised Fondo Strategico Italiano on the EUR5.4 billion acquisition of 12.5% of the share capital of Saipem from Eni.

Significant clients Starwood Hotels & Resort, Ferrovie dello Stato, UniCredit, Enel, Hitachi.

Notable practitioners

Clients say of Francesco Gianni's market standing that "he is one of the best lawyers in Italy," and "when there is a higher stage of approaching the authorities or giving an opinion which authorities will rely upon, we need his last word." He is a specialist corporate lawyer with a wealth of experience in M&A.

Roberto Cappelli is a well-known name in the market, and is singled out for his skill in private equity M&A. His clients include both domestic and international financial institutions.

Andrea Aiello enters the rankings this year on the back of positive client feedback: "He is not only well prepared, but also demonstrates a high level of professionalism and is quick to get back to us." He focuses on M&A, joint venture agreements and shareholders' agreements.

Clients say Alfredo D'Aniello is a "bright, meticulous and impressive lawyer" who is "always ahead of the competition, works hard and is a very good negotiator." He handles a wide range of corporate mandates including M&A, joint ventures and takeover bids.

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Cleary Gottlieb Steen & Hamilton LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 5 partners
- 25 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Extremely strong M&A practice capable of handling complex domestic and cross-border matters. Assists a client base of high-profile Italian and international private equity players with sale and acquisition mandates.

Strengths Clients say the firm provides "amazing quality of service at every angle. Its main strengths are its capability to quickly grasp the more complicated deal structures, understanding of its clients' needs and the speed of turnaround of relevant documentation."

Sources also appreciate the lawyers' "timely responses, good knowledge of the subject matter and diligent legal advice."

Work highlights Represented Firema in the sale process of its business to TFA, a joint venture between Titagarh Wagons and Adler Pelzer.

Advised Avenue Capital and Golden Tree on the acquisition of a controlling stake in Seat Pagine Gialle.

Significant clients Whirlpool, Alerion Green Power, F2i, Oaktree Capital Management, Lone Star.

Notable practitioners

Widely regarded as "one of the top M&A lawyers in the Italian market," Roberto Casati is admired for his extensive corporate experience. "He has an excellent understanding of deal structuring and is capable of spotting subtle weak points and fixing them," one client says.

Roberto Bonsignore is an M&A and restructuring expert commended by sources for his "technical as well as interpersonal skills." His recent mandates include ArcelorMittal's potential acquisition of Ilva.

Clients enjoy working with Giuseppe Scassellati-Sforzolini, whom they describe as "a top performer and very knowledgeable." His practice focuses on the private equity sector, covering M&A, takeover bids and divestitures.

Department profile by Cleary Gottlieb Steen & Hamilton LLP

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Clifford Chance Studio Legale Associato - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Paolo Sersale
- 5 partners
- 23 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Advises a roster of high-profile clients belonging to a variety of industries on M&A, LBOs and tender offers. Praised for its capabilities in complex multi-jurisdictional transactions.

Strengths Strengths highlighted by clients include the firm's "global presence and strong local expertise," and furthermore its "excellent understanding of the clients' businesses and an extremely client-oriented attitude."

Clients also appreciate that the lawyers "bring in multiple expertises from the beginning of the deal, such as M&A, real estate, tax and finance. They also remain focused and assist clients with the same efforts and proactivity until closing."

Work highlights Assisted Thyssen-Bornemisza with the acquisition of a controlling stake in Petrovalves from Sator and the Candiani family, as well as the remaining stake held by the Lualdi family.

Advised Italian-listed company Campari on the sale of Enrico Serafino to Krause Holdings.

Significant clients Eni, Enel, UniCredit, Telefónica, KKR.

Notable practitioners

Paolo Sersale handles public and private M&A deals and public takeovers. Clients say he brings "a level of depth and experience that is essential to support the execution of a complex transaction. He also exercises good judgement when developing options and recommending a proposed solution."

Umberto Penco Salvi specialises in the energy and infrastructure sectors, where he advises on a range of corporate transactions such as joint ventures and tender offers. Clients particularly appreciate his "extraordinary promptness in responding to clients' requests and his ability to maintain constructive relationships with counterparts, which may significantly contribute to a positive result of the negotiation."

Department profile by Clifford Chance Studio Legale Associato

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Freshfields Bruckhaus Deringer LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Nicola Asti
- 5 partners
- 13 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Widely recognised for its excellent cross-border capabilities. Capable of handling a broad range of matters including M&A work, joint ventures and corporate reorganisations. Advises an impressive portfolio of clients from the industrial, private equity and insurance sectors.

Strengths The levels of seniority in the team are much appreciated by clients, with one source stating: "The partners are able to transmit a great sense of trust."

The team is further praised for having "a one-stop shop approach, which is necessary for large transactions, and a presence in different jurisdictions."

Work highlights Advised Anheuser-Busch InBev on the proposed sale of Birra Peroni, Koninklijke Grolsch and Meantime Brewing to Asahi Group.

Advised EQT Partners on the acquisition of Italian multinational Limacorporate.

Significant clients CK Hutchison, Hellman & Friedman, Paine & Partners, Cinven, UBS.

Notable practitioners

Nicola Asti is regarded by clients as "a trusted and reliable partner to our company." He covers the gamut of corporate and commercial law, including private and public M&A.

Enrico Bazzano enters the rankings following impressive feedback from clients who say: "He is an amazing lawyer: respectful of timelines and very tough in negotiations, so we feel protected by him." He recently led the advice to CheBanca! on the acquisition of Barclays' retail banking business in Italy.

Department profile by Freshfields Bruckhaus Deringer LLP

Please visit the Freshfields website for more details about our work in this category: http://www.freshfields.com/en-gb/what-we-do/services/corporate-and-ma/



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Gattai, Minoli, Agostinelli & Partners - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Bruno Gattai
- 11 partners
- 25 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Advises clients on a broad range of matters including sales, M&A, joint ventures and private equity transactions. Clients belong to a wide range of industry sectors including energy, construction and banking. Notable strength in the private equity arena.

Strengths The lawyers' negotiation skills are consistently praised by clients, who say: "They really help to bring home the result," and "they can perform fantastically under pressure."

The team's "problem-solving attitude" is also highly appreciated.

Work highlights Advised Giochi Preziosi on the acquisition of Bimbo Store and on a subsequent joint venture agreement with Artsana.

Assisted HG Capital and Bain Capital with the transfer of 100% of TeamSystem's share capital to Hellman & Friedman.

Significant clients Barilla Group, CIR, Italcementi, Clessidra, CVC Capital Partners.

Notable practitioners

Clients enthuse that Bruno Gattai is "one of the most influential and capable lawyers in Italy." He sees his ranking improve to star individual this year after receiving outstanding feedback from interviewees, who say he is "a very strong M&A lawyer," as well as "the best negotiator I have had the chance to meet." He assists private equity funds, listed and non-listed companies and family businesses with the bulk of corporate mandates.

According to sources, Piero Albertario "has a good reputation" in the corporate arena. He mainly advises banking and financial institutions on M&A, corporate governance and regulatory matters.

Department profile by Gattai, Minoli, Agostinelli & Partners

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Gatti Pavesi Bianchi - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 16 partners
- 19 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Well-reputed team advising key Italian corporates and banking institutions. Handles a vast range of matters in the corporate field including M&A, corporate governance issues, restructuring and compliance.

Strengths Clients say the firm is "one of the best firms for M&A and joint ventures."

Work highlights Advised Arnoldo Mondadori Editore on the acquisition of 99.99% of the share capital of RCS Libri and all publishing sector assets owned by RCS Group.

Assisted Intesa Sanpaolo and UniCredit with the closing of a project regarding the management of restructuring proceedings.

Significant clients Yoox Net-a-Porter, Clessidra, Telecom Italia, UBS Group, Banco Popolare.

Notable practitioners

Corporate expert Francesco Gatti has long-standing experience in financing and M&A transactions. He has advised on a considerable number of mandates of late, including the sale of several stakes held by Intesa Sanpaolo in private equity funds to Neuberger Berman.

Carlo Pavesi has a broad corporate practice, covering M&A, LBOs and banking and insurance joint ventures. He is further experienced in the private equity arena.

Stefano Valerio handles public and private M&A, shareholders' agreements and restructuring. He recently advised GreenItaly on its EUR135 million merger with Prima Vera.

Department profile by Gatti Pavesi Bianchi

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PEDERSOLI STUDIO LEGALE - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 9 partners
- 20 other qualified lawyers
- Office locations: Milan and Turin

What the team is known for Advises a roster of prominent clients belonging to a range of industry sectors, namely manufacturing and banking and finance. Covers a varied workload including M&A, joint venture agreements and restructurings.

Strengths The team's full-service approach and the levels of partner attention provided are some of its key strengths according to clients: "PEDERSOLI provides a full spectrum of service. You can trust the lawyers completely and there is always a partner there who never disappears from the picture. They really follow up with their clients."

Clients further describe the lawyers as "very capable from a technical perspective, responsive and hands-on."

Work highlights Advised ChemChina and China National Tire & Rubber on a long-term industrial partnership with Camfin, in the context of the sale and purchase and the co-investment agreements entered into by both parties for the former's acquisition of a 26.2% stake of the ordinary share capital of Pirelli held by Camfin.

Advised EXOR on the USD6.9 billion acquisition of all outstanding common shares of PartnerRE.

Significant clients Angelini Group, Davide Campari, Intesa Sanpaolo, Jihua Group, Quadrivio.

Notable practitioners

Carlo Pedersoli specialises in M&A and corporate governance, and combines litigation skills with his transactional experience. He frequently advises corporates, private equity funds and financial institutions.

Ascanio Cibrario climbs one position in the rankings this year on the back of strong client feedback which praises his "approach, responsiveness and legal skills on corporate matters." Clients also say: "Ascanio is a fantastic negotiator, capable of adapting contracts to his client's needs and goals."

Andrea Gandini enjoys a good reputation among market commentators due to his long-standing experience in the corporate arena. His clients include industrial and financial groups on joint ventures, corporate governance and securities matters.

Alessandro Marena focuses on the private equity sector, advising funds on M&A and extraordinary transactions. Clients say: "He is very knowledgeable, very good at M&A and comes up with creative solutions to issues."

Antonio Pedersoli enters the rankings following enthusiastic references from interviewees, who highlight his "dedication to the client." He has been increasingly active in the corporate sphere, with recent mandates including Zignago Holding's and PFC's acquisition of a 7.10% stake in Hugo Boss from investment holding Red & Black Lux.

Department profile by PEDERSOLI STUDIO LEGALE

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DLA Piper Italy - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Goffredo Guerra
- 8 partners
- 18 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Widely recognised for its excellent cross-border capabilities, the firm is able to advise domestic clients on investments abroad and international players on M&A in Italy. Assists companies from a varied pool of industry sectors such as food and drink, energy, insurance and retail.

Strengths Sources say the team is "very focused on the client's goal and very proactive and effective in finding the solution which fits that goal."

Clients also appreciate the firm's "expertise in a wide range of topics."

Work highlights Advised GEA Group on the acquisition of Italian manufacturer Comas.

Assisted ZWILLING J.A. Henckels with the acquisition of Ballarini Paolo & Figli.

Significant clients ERG, Mondelēz International, Gruppo Editoriale L'Espresso, Falck Renewables, Cannondale.

Notable practitioners

Department head and "established corporate lawyer," according to sources, Goffredo Guerra has considerable experience in M&A transactions on behalf of private equity and financial players. One client says: "He is very responsive, which is great for the company, when a lawyer replies all the time."

Clients say managing partner Wolf Michael Kühne is "very strategic, has a good sense of the particularity of the situation and therefore gives very pragmatic advice." His corporate practice is focused on cross-border mandates, especially those involving Germany.

Department profile by DLA Piper Italy

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Giliberti Triscornia e Associati - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Alessandro Triscornia
- 4 partners
- 20 other qualified lawyers
- Office location: Milan

What the team is known for Long-standing experience in the Italian corporate market, assisting key domestic players from the private equity and telecoms sectors. Handles a wide spectrum of matters including public and private M&A, private equity transactions and restructurings.

Strengths The lawyers are described as "excellent negotiators" by their clients.

Work highlights Represented Permira in the acquisition of Ingegneria Biomedica Santa Lucia.

Advised F2i on the acquisition of a significant stake in the Bologna airport.

Significant clients RCS Mediagroup, Tiscali, CIR Group, Telecom Italia, Mediobanca.

Notable practitioners

Enrico Giliberti is a long-standing figure in the market and admired by sources, who describe him as a "mentor." Of late he has advised RCS Mediagroup on the sale of RCS Libri to publisher Mondadori.

Corporate and private equity expert Alessandro Triscornia is praised by clients for being "an extremely talented, knowledgeable and reliable lawyer. Technically one of the best lawyers I have come across in my career. What sets him apart is that he's very commercial, the kind of lawyer who helps you get the deal done. He's a very likeable person who smooths things out when tensions escalate during negotiations."

Department profile by Giliberti Triscornia e Associati

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Hogan Lovells Studio Legale - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Leah Dunlop
- 7 partners
- 14 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for International outfit adept at handling multi-jurisdictional matters in the corporate arena thanks to an extensive global network. Considerable expertise in the energy, life sciences, consumer, TMT and financial services sectors. Clients include a number of well-known international names operating in Italy.

Strengths Clients unanimously praise the firm's responsiveness "even during the acceleration stages of transactions," highlighting its "rigorous and clear legal advice."

Work highlights Advised Centrale Attività Finanziarie on the sale of the entire share capital of CAF to private equity firm Lone Star.

Assisted real estate investment fund Segro with the acquisition of a 90% interest in Vailog.

Significant clients Kuwait Petroleum International, Vodafone Global Enterprise, SunEdison - Suzo Happ, Honeywell, BNP Paribas.

Notable practitioners

Corporate lawyer Luca Picone is described by sources as "a talented and tough negotiator with significant experience." His practice covers M&A, private equity and cross-border transactions.

Clients enjoy working with Francesco Stella, who focuses on the financial, life sciences and energy sectors. "He is very knowledgeable and has a good relationship with his clients; he was attentive and present in all important meetings," clients say.

Antonio Di Pasquale handles public and private M&A mandates, corporate litigation and commercial issues such as licensing agreements. He has particular experience in the energy and infrastructure sectors.

Leah Dunlop is dual-qualified in Italy and the UK and has significant experience in cross-border mandates involving both jurisdictions, speaking Italian fluently in addition to English. She often advises clients acting in the TMT, energy and natural resources and financial arenas.

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Latham & Watkins - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Stefano Sciolla
- 7 partners
- 24 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for International firm with a solid reputation in this market. Covers the full gamut of matters including corporate governance and public and private M&A work. Capable of handling complex matters in both a domestic and international context, often acting on cross-border issues. Clients belong to a range of industries such as luxury, retail and pharmaceutical.

Strengths The team provides a consolidated support to clients, who say: "We are extremely happy with the firm because it was involved not only in the legal aspects but also paid attention to the business aspect, which we appreciated."

Clients also highlight the lawyers' "technical preparation, M&A experience and problem-solving skills. Their teams work perfectly together, even when professionals from different offices and countries are involved."

Work highlights Assisted Sorin with its EUR2.4 billion multi-jurisdictional merger with the American medical devices company Cyberonics.

Advised Morgan Stanley Infrastructure Fund on Sandstone Holding's capital injection in a EUR1.2 billion natural gas project by Ital Gas Storage.

Significant clients Sky Italia, Coesia, The Carlyle Group, Baxter, Catterton.

Notable practitioners

Stefano Sciolla specialises in M&A, joint ventures and private equity transactions. He climbs the rankings this year after receiving encouraging feedback from clients, who say: "Stefano is a superb professional with outstanding legal knowledge and exceptional standing in negotiations. His attention to service and quality are outstanding and his responsiveness is amazing."

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Legance - Avvocati Associati - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- 11 partners
- 41 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Established corporate practice with a considerable track record in M&A, private equity transactions and joint venture agreements. Acts for Italian and multinational clients from the industrial and financial sectors. Combines a strong domestic workload with cross-border capabilities.

Strengths Interviewees highlight the firm's "client relationship-oriented" and "very helpful" approach.

Clients describe the team's work as "very detailed and thorough."

Work highlights Advised Società Elettrica Altoatesina on the EUR1.5 billion merger with Azienda Energetica, which resulted in the third largest Italian hydroelectric operator, Alperia.

Represented Cyberonics in its merger with Sorin.

Significant clients Fiat, Generali, Cabot Square Capital, UniCredit, Bayer.

Notable practitioners

Filippo Troisi is an experienced M&A lawyer with a considerable reputation in the market. He advises on a range of corporate matters such as public tender offers, equity offerings and joint ventures.

Bruno Bartocci focuses on the corporate finance arena. He typically advises a client roster made up of investment banks, private and listed companies and private equity funds.

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Linklaters - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Giovanni Pedersoli
- 3 partners
- 9 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Adept at advising on a wide range of matters in the corporate field including public takeovers and joint ventures, with particular strength in cross-border mandates. Works closely with the restructuring and insolvency team to assist clients with debt restructurings. Advises an impressive portfolio of domestic and international clients from the energy, private equity and financial services sectors.

Strengths Clients praise the firm's international capabilities, saying: "The team is very effective, timely and has a problem-solving attitude. Its ability to provide high-level lawyers from most countries in the world even on short notice is very impressive."

The team is further described as "responsive, concise, approachable and pragmatic."

Work highlights Advised UniCredit on the EUR5.5 billion merger of its asset management business Pioneer Investments with Santander Asset Management.

Advised United Technologies Holdings Italy on its acquisition of 70% of the share capital of Riello Group.

Significant clients Intesa Sanpaolo, Generali, HgCapital, Novartis, Rosneft.

Notable practitioners

Giovanni Pedersoli frequently assists domestic banks with cross-border M&A. He is described by clients as "a great communicator" and "bright, reliable, proactive and pleasant to work with."

Giorgio Fantacchiotti joins the rankings this year on account of his growing reputation in the Italian M&A market. He is particularly focused on the private equity sector and advises on both public and private acquisitions. Clients say he is "very genuine and a strong deal maker. He always finds solutions, and is very commercially oriented and full of humour but also very technical."

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Nctm Studio Legale - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Paolo Montironi and Sante Ricci
- 33 partners
- 95 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Large team that regularly advises clients operating in the telecoms, retail and luxury goods industries. Has a varied workload incorporating M&A, corporate finance, restructurings and private equity transactions. Capable of providing multidisciplinary support into other areas such as real estate, litigation and tax.

Strengths Clients highlight the firm's full-service offering: "Its strengths are its interdisciplinary approach and the fact that the lawyers are very proactive. This allows Nctm Studio Legale to provide excellent advice in all matters."

Further sources praise the team's "aptitude to focus on the needs of the client, balancing the client's commercial requirements with the need to safeguard the client's interests."

Work highlights Represented the independent directors of Pirelli in the EUR7.1 billion takeover bid by ChemChina.

Advised Oaktree Capital Management on the acquisition of the controlling share capital of Banca Popolare Lecchese.

Significant clients Eni, Vodafone, Nike, Ferrari, Fendi.

Notable practitioners

Alberto Toffoletto continues to enjoy a good reputation in the market, and is particularly praised by clients for his pragmatic approach: "He is very precise in explaining the reasons for his opinions and very clear, too." He has a wealth of experience in the Italian corporate arena.

Paolo Montironi is considered an "excellent" lawyer by sources, who comment on his considerable activity in the market. He specialises in M&A and privatisation mandates, and also handles cross-border transactions.

Matteo Trapani is a key member of the team and often advises private equity players on transactions.

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Shearman & Sterling LLP - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Domenico Fanuele, Fabio Fauceglia and Tobia Croff
- 3 partners
- 11 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for The team moves up in the rankings this year in reflection of its growing position in the M&A market and encouraging feedback from clients. Excellent cross-border capabilities bolstered by the fact that all lawyers in the team are dual-qualified in Italy and the USA. Advises a roster of prominent clients from the financial services sector.

Strengths One client enthuses: "The Italian team is a high-performing group, both in terms of commitment and in the quality of its advice. Its main strengths lie in the commercial and pragmatic approach to business and legal negotiations, which it delivers through consistent levels of partner attention and involvement."

Another source rates its know-how in M&A, adding: "The lawyers have a good understanding of different aspects and angles of corporate transactions."

Work highlights Advised Ocean Gold Global on the acquisition of a 49% stake in Giochi Preziosi, including shares held by Clessidra, IDeA Capital Funds and Intesa Sanpaolo.

Advised Viacom International on the sale of the entire corporate capital of MTV Italia to Sky Italian Holdings.

Significant clients American Sugar Group, Blackstone, UniCredit, TPG, Dover Corporation.

Notable practitioners

Interviewees say managing partner Domenico Fanuele "is very dedicated to the project and the client's needs, and very proactive. You can be sure he'll follow up on everything in a transaction and he'll never shy away from chasing the counterparty to try and get a good solution for his client." As a dual-qualified lawyer in Italy and the USA, he is able to provide substantial support in cross-border mandates.

Tobia Croff has substantial experience in M&A mandates and has focused on transactions in the media sector of late. Clients say: "Besides his continuing commitment to us as a client, we have received very sound and creative business advice and very effective transaction management."

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Allen & Overy - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Giovanni Gazzaniga and Paolo Ghiglione
- 2 partners
- 13 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Skilled at handling public and private M&A and private equity transactions. Well versed in the complexities of multi-jurisdictional deals, particularly transactions with a UK aspect. Expertise in a wide range of industry sectors including energy and real estate.

Strengths "The overall level of service is excellent," says one client who praises the team's strength in depth. "Allen & Overy's corporate department offers high-quality professionals and great expertise both on domestic and international transactions. It uniquely matches the organisation and structure of a magic circle law firm with the strong reputation of its lawyers in the Italian market."

Further praise for the team's cross-border capabilities includes: "The quality of the firm is consistently high in every jurisdiction."

Work highlights Advised VimpelCom on a EUR21.8 billion merger with CK Hutchison Holdings to create the largest mobile phone operator in Italy.

Advised Asahi Group Holdings on its potential multi-jurisdictional acquisition of Birra Peroni, Koninklijke Grolsch and Meantime Brewing from Anheuser-Busch InBev, valued at over EUR2.5 billion.

Significant clients 21 Investimenti, The Carlyle Group, Enel Produzione, JVC Kenwood, TH Real Estate.

Notable practitioners

Paolo Ghiglione "is always very well prepared, effective and commercial in his advice, and he is also very proactive in finding solutions," clients say. He has advised on a wider range of M&A mandates in the energy, private equity and TMT sectors.

Giovanni Gazzaniga advises international and Italian companies on M&A, joint ventures and public takeovers. Clients say: "He takes a fairly commercial attitude to the relationship with the client and thinks of the long-term rather than trying to make the most out of each individual transaction."

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Jones Day - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Bruno Castellini
- 4 partners
- 5 other qualified lawyers
- Office location: Milan

What the team is known for Strong cross-border capabilities due to its widespread global presence. Frequently advises American manufacturing groups on investments in Italy and on any Italian aspects of multi-jurisdictional corporate deals.

Strengths Clients were impressed with the lawyers' "phenomenal language skills and deep knowledge of the local environment."

Work highlights Advised Hyster-Yale Materials Handling on the EUR110 million acquisition of Penta Holding.

Assisted Paulson & Co with the sale of a 8.7% stake in Pirelli following ChemChina's tender offer on the Italian multinational.

Significant clients PolyOne Corporation, Reynolds American, Koch Industries, Ferro Corporation, Safety21.

Notable practitioners

Massimo Tesei recently joined the firm as partner, adding his extensive M&A experience to the team. He handles a range of corporate matters including public takeovers and private equity transactions.

In addition to his corporate law skills, clients appreciate that Stefano Crosio "is very versatile and also able to work in a private equity context." He advises domestic as well as international clients.

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Lombardi Segni e Associati - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 23 partners
- 30 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Skilled in numerous different areas including corporate governance, M&A and reorganisations. Lauded for its skills in arbitration and litigation resulting from corporate deals. Regularly assists financial institutions.

Strengths Clients highlight the team's unique litigation capabilities associated with its corporate offering: "Even the lawyers who do M&A have a background in litigation, so they are very attentive to issues other lawyers look less into."

Work highlights Advised Re Consult and Equiter on the sale of a 51% stake in A4 Holding to Abertis Infraestructuras.

Notable practitioners

Outstanding litigator Giuseppe Lombardi is also recommended for his corporate and business law acumen. Clients say of his approach: "He works on things himself, so I can contact him directly and he will answer anytime including during weekends; he's always on top of the issue. When he takes a clear position you just go ahead, I feel very comfortable and well supported by him."

Antonio Segni handles M&A and private equity transactions. He is particularly well versed in privatisation proceedings and corporate governance.

Department profile by Lombardi Segni e Associati

The firm provides advice on the setting up of suitable corporate structures for any business, their governance (also by means of joint venture agreements and shareholders’ agreements, for instance), and the implementation of corporate reorganisations and plans of international expansion. The firm also regularly advises some of the leading Italian industrial and financial institutions in relation to corporate governance matters and, as far as listed and regulated companies are concerned, also in their dealings with the regulatory authorities.

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McDermott Will & Emery Studio Legale Associato - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Massimo Trentino
- 4 partners
- 7 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Wide-ranging practice covering M&A, joint venture agreements and private equity transactions. Advises both domestic and international clients from the technology, manufacturing and transport industries, and is particularly adept at advising German groups thanks to a dedicated German desk.

Strengths Clients describe the lawyers as "honest, flexible and diplomatic."

Work highlights Advised FMC Corporation on the sale of its Italian subsidiary to Cargill Eurit.

Advised Samsung SDI on an agreement with Enel Green Power for the supply of 2 MW, 2 MWh turnkey customised battery energy storage systems to be installed in the latter's wind power plant at Pietragalla in Basilicata.

Significant clients CNR, Gesenu, MEAG, Celanese, RWE Innogy.

Notable practitioners

Clients say Massimo Trentino is "practical, business-friendly and commercial." He handles M&A, corporate finance and arbitration.

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Paul Hastings (Europe) LLP - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Bruno Cova
- Office location: Milan

What the team is known for Advises an impressive collection of energy and real estate clients on corporate cases. Areas of expertise include joint ventures, M&A and corporate governance.

Strengths Clients say the firm "takes an active role in negotiations, knows the energy sector well and also has a wide network."

The team's "closeness to the client, attitude and professionalism" are further highlighted by interviewees as key strengths.

Work highlights Advised Indesit on Whirlpool's acquisition of a 60% controlling stake in the company and subsequent tender offer over 100% of its outstanding shares.

Assisted INTERNOS Global Investors with the acquisition of NH Hotel Turin Santo Stefano from Immobiliare Galileo.

Significant clients A2A, Change Capital Partners, Edison, Eni, Sorgenia.

Notable practitioners

Bruno Cova is a well-reputed, "prominent" corporate lawyer, handling M&A, restructuring and corporate governance matters.

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Baker McKenzie - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Pietro Bernasconi and Raffaele Giarda
- 12 partners
- 20 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Advises an impressive roster of clients on a broad range of corporate matters. Often handles transactions arising in the pharmaceutical and tourism industries. Regularly handles matters, notably acquisitions, with international elements, working with its extensive network of offices around the world.

Strengths Clients say the lawyers are "very efficient and capable, but even more importantly than that was the overall advice and control of the process. They took a very pragmatic approach to accommodate us as a client."

Work highlights Advised Statuto Group on the acquisition of W Hotel in Rome and the issuance of a bond listed on the Vienna stock exchange.

Advised Atlas Copco on the acquisition of Italian pump manufacturer Varisco.

Significant clients Acea, Barry-Wehmiller, Lesaffre et Compagnie, Roberto Cavalli, VF Corporation.

Notable practitioners

Co-heads of department Pietro Bernasconi and Raffaele Giarda are key contacts for the team.

Department profile by Baker McKenzie

The Corporate and M&A Practice Group of Baker McKenzie in Italy counts 35 fully dedicated lawyers.

All our corporate and M&A lawyers are admitted to the Italian bar and a number are also admitted to practice in US. The practice has been a core activity the office since its foundation in Milan in 1962, as the first international law firm with a presence there. Our corporate and M&A practice is of pre-eminent importance in terms of members and revenues. Since our establishment more than 50 years ago, the group has assisted multinationals in all types of industry sectors, including chemicals, hotels & tourism, IT, telecommunications, logistics, food industry, metallurgy, energy, construction, financial, fashion & luxury and has built the appropriate teams and specific knowledge of and expertise in each these different industry sectors.

The corporate and M&A practice group offers advice in all areas of corporate law such as all type of M&A transactions, including Trade, Private Equity and Venture Capital, as well as corporate restructuring, joint-ventures and strategic alliances. Assistance is provided in each phase of the transaction. Due to the presence of other strong practices in the office (such as, among others, tax, finance & securities, labor and antitrust), we are able to lead and coordinate on all legal aspects of the transaction from the due diligence process to post completion work.

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Carnelutti Studio Legale Associato - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Luca Arnaboldi
- 13 partners
- 16 other qualified lawyers
- Office location: Milan

What the team is known for Italian firm experienced in all manner of corporate matters including corporate governance, joint ventures and restructurings. Significant expertise in a number of sectors such as pharmaceutical, media and automotive.

Strengths According to interviewees the team is "very responsive, clear and has practical business understanding while providing solid legal advice."

Work highlights Advised Beckett Gas on the acquisition of Worgas Bruciatori.

Advised Pax Global Technology on the acquisition of a 70% quotaholding in Pax Italia.

Significant clients Musim Mas Europe, Dayco Europe, Health Robotics, Rockwood Italia, Metasystem Group.

Notable practitioners

Carlo Pappalettera has considerable experience in M&A and structured finance. He mainly advises private equity funds.

Clients say Luca Arnaboldi has "a vast knowledge and enormous experience." His areas of focus are M&A and finance transactions, particularly in the media and real estate sectors.

Department profile by Carnelutti Studio Legale Associato

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Curtis, Mallet-Prevost, Colt & Mosle LLP - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- 7 partners
- 10 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Broad industry knowledge encompassing the energy, real estate, TMT and healthcare sectors. Capable of handling complex transactions with international elements, and increasingly active in the domestic market on behalf of leading Italian corporates.

Strengths The team's experience in multi-jurisdictional deals is apparent to clients, who say: "The lawyers are very competent and flexible in dealing with the diverse cultural backgrounds of the parties participating in international negotiations."

Furthermore, interviewees appreciate the levels of attention provided: "One of the characteristics of the firm is its strength in building a strong relationship with clients and developing this relationship."

Work highlights Advised Telecom Italia on the acquisition of a minority stake in W.A.Y. through a capital increase.

Advised Dover Corporation on the corporate governance acquisition of JK Group.

Significant clients Colony Capital, Fidia Farmaceutici, Giochi Preziosi, Lifebrain, Petróleos de Venezuela.

Notable practitioners

Clients enjoy working with Ian Tully, who they say is "very intelligent and has a good perception of business as well as legal requirements. He thinks on issues business-wise, which is something I appreciate very much." His know-how extends to international commercial contracts, multi-jurisdictional M&A and corporate finance.

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K&L Gates - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Giampaolo Salsi and Pasquale Marini
- 3 partners
- 5 other qualified lawyers
- Office location: Milan

What the team is known for Handles a varied workload of covering joint ventures, M&A, corporate governance issues and regulatory matters. Combines a respected domestic workload with international expertise. Advises private equity funds and investment banks, as well as industrial companies.

Strengths Clients say the team "handled multi-jurisdictional matters very well and did a great job on responsiveness and timeliness."

The firm's approach is also appreciated: "They work as a team and deliver on time."

Work highlights Assisted LKQ Corporation with the EUR1.04 billion acquisition of Rhiag-Inter Auto Parts Italia.

Significant clients Quantum Capital Partners, Toshiba, Mangiarotti, UBS Italia, Simpson Performance Products.

Notable practitioners

According to clients, Giampaolo Salsi has "strong business acumen, strong ability to highlight and manage risks as well as finding the best compromise in a negotiation." They also appreciate his "availability, pragmatism and expertise."

Pasquale Marini focuses his corporate practice on the financial services sector. Sources say: "He tries to think about things from the client's standpoint" and has "excellent and clear understanding of actual business needs."

Associate Francesco Peruffo remains a key member of the team. He frequently advises on domestic and cross-border acquisitions.

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La Torre Morgese Cesàro Rio - Studio Legale Associato - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Massimo La Torre
- 3 partners
- 10 other qualified lawyers
- Office location: Milan

What the team is known for Wide-ranging skills in the corporate sphere encompassing incorporations, M&A, corporate governance and private equity transactions. Advises a number of prominent Italian clients and international players from the financial services and manufacturing arenas.

Strengths Clients say: "The team's main strength is the deep knowledge of international corporate law and its the ability to understand our requirements."

Work highlights Advised Trilantic Capital Partners on the acquisition of 90% of the share capital of Doppel Farmaceutici.

Assisted Pianoforte Holding with a partnership agreement with German retailers Wöhrl and Sinnleffers.

Significant clients UniCredit, Credito Emiliano, Mandarin Capital Partners, Nidec Corporation, Royal Caribbean.

Notable practitioners

Massimo La Torre advises a range of industrial and banking clients on the bulk of corporate and commercial matters. Clients highlight "his experience in extraordinary transactions."

Department profile by La Torre Morgese Cesàro Rio - Studio Legale Associato

Team information

Partners in the practice area: Massimo La Torre, Roberto Rio.

Number of associates in the team: 8

Our corporate practice

Our corporate group focuses on M&A and corporate law for public and private industrial players and financial institutions (both domestic and international), as well as on private equity transactions. All members of the team are highly qualified, having acquired in the past specialist experience in large-scale international firms or in high-profile domestic firms.

Partners’ Background

Massimo La Torre has a wide experience in M&A and private equity work, developed by assisting over the years many listed and unlisted industrial and banking groups (both domestic and multinational), as well as private equity funds. He was a partner of Clifford Chance LLP from 2002 to 2009.

Roberto Rio is also specialised in M&A and private equity work. He was a partner of Clifford Chance LLP from 2001 to 2005 and then a partner of Grimaldi e Associati until 2011.

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International vocation has always been one of the distinctive features of LMCR. The Firm also works alongside clients managing their interests abroad, through the maintenance of best friendships with high-calibre foreign independent law firms chosen with care in order to ensure the same high quality standards as LMCR.

LMCR professionals constantly work in an international environment, assisting their Italian and International clients in matters ranging from the coordination of a legal team in foreign jurisdictions to advice on aspects of Italian law in cross-border environments.
Long lasting and personal relationships established with professionals working within our network of correspondents enable us to form integrated teams, capable of assisting the clients in a seamless and structured manner.


LMS Studio Legale - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Fabio Labruna
- 8 partners
- 12 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Rapidly growing team enters the rankings this year in recognition of recent partner hires and strong investment in the corporate arena. Advises a significant client roster of domestic and international manufacturing, finance, TMT and energy groups. Offers expertise in M&A, private equity, joint ventures and LBO transactions.

Strengths Clients enthuse: "The firm has huge experience in M&A and private equity and is a well-recognised player in the Italian market. Its main strengths are its high-level technical expertise and deep understanding of the business needs behind a legal document."

Work highlights Assisted L-GAM Advisers as minority shareholders with Varenne's MBO acquisition of Roberto Cavalli.

Advised Valeo Foods Group on the acquisition of Balconi.

Significant clients Generali, Intercos, Eni, Fondazione Monte dei Paschi di Siena, WIND Telecomunicazioni.

Notable practitioners

Formerly at Latham & Watkins, Fabio Coppola recently joined the firm as partner. Interviewees say: "He is very good in private equity, M&A and leveraged finance transactions." They also add: "He avoids long and never-ending discussions, he is very much straight to the point and efficient."

Practice head Fabio Labruna continues to impress clients, who say: "He is a real asset and a game changer when you have him on your side." His "superior negotiating skills" are also highlighted.

Tommaso Amirante handles public and private M&A and distressed assets transactions. His recent mandates include advising Carraro on the sale of a 55% stake in O&K Antriebstechnik to Bonfiglioli Riduttori.

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Orrick, Herrington & Sutcliffe - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Alessandro De Nicola and Marco Nicolini
- 7 partners
- 26 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Handles a broad spectrum of matters spanning corporate governance, restructurings, M&A and private equity. Has been particularly active of late in cross-border energy transactions.

Strengths "We are constantly pleased by the reliable responsiveness of the firm's professionals," clients say, adding that "they are capable of offering different and accurate solutions to the client."

Work highlights Advised Snam on the acquisition of 20% interest in the Trans Adriatic Pipeline held by Statoil Holding Netherlands, valued at EUR130 million.

Represented BI Holding in the sale of 70% of Euro Cakes to Bouvard Group.

Significant clients Comdata, Tirreno Power, Ternienergia, Edra LSWR, Opportunity Network.

Notable practitioners

Alessandro De Nicola focuses on corporate governance, M&A and compliance. He has significant experience in cross-border mandates.

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Portolano Cavallo - Corporate/M&A

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Band 5

第五等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Francesco Portolano and Manuela Cavallo
- 4 partners
- 9 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Focuses on corporate matters arising in the media space. Also advises clients from other sectors such as life sciences, fashion and manufacturing. Joint venture agreements, M&A and shareholder agreements make up the team's workload.

Strengths Interviewees say the team is "extremely pragmatic, which is something we value most."

Notable practitioners

Francesco Portolano specialises in the TMT arena, where he advises clients on a range of corporate issues including joint ventures and corporate governance.

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Giovannelli e Associati - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Alessandro Giovannelli
- 7 partners
- 8 other qualified lawyers
- Office location: Milan

What the team is known for Offers clients a broad set of expertise. Handles M&A, corporate finance, restructurings and private equity transactions. Independent Milan-based office advises a number of luxury, retail, financial services and industrial clients.

Work highlights Advised Ardian on an LBO transaction for the EUR220 million acquisition of Irca Group.

Advised Italmatch Chemicals on the acquisition of Solvay's water additives business.

Significant clients Bridgepoint, Lindsay Goldberg, WhiteBridge Investments, Livia Group, Melrose Industries.

Notable practitioners

Alessandro Giovannelli "is very good at working with both sides to get the deal done," says one client, who adds: "He comes up with solutions that work for his client and for the other side as well, which is a rare skill in legal circles and that is why I think he's been very successful."

Fabrizio Scaparro is described by sources as "reliable, trustworthy and efficient." His practice focuses on corporate finance transactions and private equity.

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LCA Studio Legale - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Giovanni Lega, Vittorio Turinetti di Priero and Andrea Carreri
- 12 partners
- 10 other qualified lawyers
- Office locations: Genoa, Milan and Treviso

What the team is known for Reputable domestic outfit with considerable experience in cross-border mandates. Has a workload comprising a variety of matters including restructurings, joint venture agreements, LBOs and venture capital investments. Clients belong to the technology, energy, industrial, construction and manufacturing industries.

Strengths Clients say: "We have always been impressed by the team's expertise and business knowledge."

The team's structure was also praised by interviewees: "We noted very good supervision from partners and a team approach. We found very high standards throughout the team."

Work highlights Advised Fleetmatics Group on the acquisition of 100% of the corporate capital of Visirun, including corporate, labour and IP issues.

Advised Stahlbau Pichler on the acquisition of a shareholding in Société Tunisienne de Construction Métalliques.

Significant clients Marcegaglia Group, H-Farm, Wyscout, Argos Soditic, Eutelsat.

Notable practitioners

Managing partner Giovanni Lega enters the rankings following accolades from clients who say he is "brilliant and intuitive and has a very useful problem-solving approach due to his business-oriented mind." He has long-standing experience in mergers, demergers and joint ventures.

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Masotti & Berger - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Julian Berger, Luca Masotti and Mascia Cassella
- 3 partners
- 6 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Advises clients active in a number of industry sectors including energy, retail, IT and banking. Adept at handling a broad range of matters from corporate restructurings to shareholder agreements and joint ventures, providing further assistance in related tax and accounting issues. Team benefits from UK-qualified lawyers.

Strengths Clients say: "The team has strong analytical skills and a sense of business."

Work highlights Advised Ab Medica Holding as part of the SPV Officine Ortopediche Rizzoli on the acquisition of Ortopedica Rizzoli.

Significant clients Solving Efeso International, L. Possehl & Co, Four Handy, Telbios, Punto Quinto.

Notable practitioners

Clients say of working with Luca Masotti: "It is rare to have someone who can appreciate the commercial part as well as the legal part. He has a very good rationale and a lot of common sense, and he is also a hard worker." He mainly advises clients from the life sciences sector.

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Orsingher Ortu - Avvocati Associati - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Mario Ortu
- 6 partners
- 21 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Specialises in joint venture agreements and public and private M&A. Also handles corporate finance matters and restructurings. Has strong capabilities in the TMT sector, and further assists a number of domestic and international financial institutions.

Strengths Clients enthuse that the firm shows "deep understanding" of their business, and that the team is "knowledgeable, responsive and creative."

Work highlights Advised B. F. Holding on the acquisition of new shares of Bonifiche Ferraresi.

Represented ItaliaOnline in negotiations for a joint venture agreement with Triboo Media.

Significant clients Borsa Italiana, Deutsche Bank, Fox International Channels Italy, Gruppo Palladio Finanziaria, Prysmian.

Notable practitioners

Mario Ortu has extensive experience in M&A, disposals, public takeovers and joint ventures. Clients say he has a "strong M&A background, good judgement and knowledge of the Italian market," and furthermore that "he is respected by other counsel in a negotiation."

Department profile by Orsingher Ortu - Avvocati Associati

Orsingher Ortu – Avvocati Associati specialises in corporate and commercial law, with a specific focus on complex corporate transactions and business reorganisations. The firm acts for domestic and international clients, sovereign funds, investment and commercial banks, insurance and financial services firms.

Mergers & Acquisitions

The firm has acted for buyers, sellers and financial advisers on many of the most significant M&A deals in recent years in Italy and internationally.

Private Equity/Venture Capital

The firm has vast experience of managing key deal issues in both private equity and venture capital contexts, including the optimisation of financing structures, consortium and co-investment arrangements, management equity, and enabling an efficient exit from the relevant investment.

Joint Ventures & Strategic Alliances

Assisting clients with the structuring and implementation of joint ventures and strategic alliances.

Company Reorganisations and Restructuring

The firm advises clients on a broad range of reorganisation and restructuring projects, including mergers, demergers and carve-outs, as well as the implementation of transition arrangements.

Capital Markets

The firm regularly advises clients on equity capital markets transactions, including listings and other capital raising by listed clients.

Corporate/commercial litigation

The firm also offers clients on-going assistance in the resolution of disputes on corporate and commercial matters.

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Pavia e Ansaldo - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Stefano Bianchi and Roberto Zanchi
- 14 partners
- 45 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Broad and varied corporate practice covering transactional work, corporate governance, compliance and reorganisations. Boasts an impressive client portfolio of private equity players and industrial corporations, both Italian and international.

Strengths The team's ability to "execute the deal, thinking about all issues and possible outcomes," is praised by clients.

Work highlights Advised Gruppo Danieli on the acquisition of Fata.

Significant clients F2i, SKF Industrie, Stirling Square Capital Partners, Rothenberger Group, Toray Industries.

Notable practitioners

Stefano Bianchi and Roberto Zanchi co-head the department and are key contacts for the practice.

Department profile by Pavia e Ansaldo

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Pirola Pennuto Zei & Associati - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Maurizio Bernardi and Andrea Gottardo
- 7 partners
- 60 other qualified lawyers
- Office locations: Bologna, Brescia, Milan, Naples, Padua, Parma, Rome, Turin and Verona

What the team is known for Extensive domestic presence and broad expertise in the corporate sector encompassing joint venture agreements, mergers, LBOs and venture capital transactions. Advises a considerable roster of clients including financial services firms and industrial groups.

Strengths Interviewees say: "The team was able to explain every step it took in detail, which showed its legal skills, and was able to manage any issues."

Work highlights Advised the quotaholders of NTC on the sale of 100% of the company.

Assisted Progressio with an investment in Industrie Chimiche Forestali.

Significant clients Argan Capital Advisors, Christian Dior, Emmi Holding Italia, Magneti Marelli Holding, Legrand Group.

Notable practitioners

Maurizio Bernardi "can be tough when he has to be but is also reasonable when he needs to understand the position of the counterparty in order to obtain a good result in a negotiation," clients say. He handles M&A, corporate reorganisations and financial transactions.

Department profile by Pirola Pennuto Zei & Associati

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Santa Maria Studio Legale Associato - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Luigi Santa Maria and Mario Santa Maria
- 6 partners
- 16 other qualified lawyers
- Office location: Milan

What the team is known for Handles a broad range of matters including joint ventures, corporate finance and M&A, at both domestic and cross-border levels. Particularly adept at handling matters related to the pharmaceutical industry. A number of lawyers have experience of the US market.

Strengths "They are very sophisticated in the M&A arena," clients say of the lawyers. "They are very responsive and also have a good understanding of US law."

Work highlights Advised Centerbridge Partners on the acquisition of Banca Farmafactoring from Apax Partners.

Advised Nomad Holdings on the acquisition of CSI-Compagnia Surgelati Italiana from Permira.

Significant clients Bracco Group, Fontana Group, Villa d'Este, Hard Rock, Amazon.

Notable practitioners

Luigi Santa Maria "is the kind of lawyer you want to have on your side in negotiations," says one client. His corporate law experience covers M&A and joint ventures.

Mario Santa Maria focuses on M&A, corporate governance and restructuring. He is described as having "a pragmatic and commercial approach."

Department profile by Santa Maria Studio Legale Associato

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Simmons & Simmons - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Head of department: Andrea Accornero
- 2 partners
- 15 other qualified lawyers
- Office location: Milan

What the team is known for International outfit with particular expertise in handling corporate matters arising in the energy sector. Also skilled at dealing with private equity transactions and real estate acquisitions. Strong cross-border capabilities bolstered by its foreign desks.

Strengths Clients say: "The team's main strengths are its ability to promptly identify issues and to address them with creativity by finding reasonable solutions for unique situations."

Work highlights Advised Tod's Group on the acquisition of the Roger Vivier brand.

Advised Nuova Castelli on the acquisition of holding company Dante Bigi.

Significant clients Chequers Capital, Charterhouse Capital Partners, Marubeni Itochu.

Notable practitioners

Practice head Andrea Accornero is the key contact for the team.

Department profile by Simmons & Simmons

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Watson Farley & Williams - Corporate/M&A

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Band 6

第六等

Commentary from the Chambers Europe guide

Basic facts about the department
- Heads of department: Eugenio Tranchino and Tiziana Manenti
- 2 partners
- 10 other qualified lawyers
- Office locations: Milan and Rome

What the team is known for Covers all aspects of corporate law including corporate finance, private equity matters, joint ventures, restructurings and commercial contracts. Mainly assists clients operating in the energy, real estate, healthcare and natural resources sectors. Noted for its multi-jurisdictional expertise, with strong collaboration with the firm's international network of offices.

Strengths According to clients, the firm is "quick and problem-solving, which is what a company really looks for."

Work highlights Advised Humphrey Julian Nokes on the acquisition of a 35.33% shareholding in Principia.

Advised Sound Oil on the acquisition of part of the Tendrara licence as part of its business strategy with Moroccan Oil & Gas Investment Fund.

Significant clients Greentech Energy Systems, Hanergy Solar Power Italy, Reca Group.

Notable practitioners

Eugenio Tranchino "is extremely skilled and able to think outside the box," says one client. Another interviewee adds: "He is very proactive and motivated to find solutions that optimise the deal." He is also admitted to the French as well as the Italian Bar, and is able to provide expert advice on transactions involving both jurisdictions.

Department profile by Watson Farley & Williams

  • WFW Italian corporate lawyers support clients across a number of sectors, with a particular focus on energy, natural resources, real estate, infrastructure, maritime, transport, food and beverage, pharmaceutical and healthcare, fashion/luxury, art, ICT/TMT.
  • Alongside our legal experience, we are able to call on other specialist industries of the firm including banking, administrative, regulatory, employment, tax, litigation and restructuring, which allow us to provide integrated and effective legal advice across the wide range of industry sectors mentioned above.








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The nature of much of WFW’s business is international, and on cross-border transactions our team can work seamlessly with the firm’s lawyers in other jurisdictions, including Germany, France, UK, New York, Poland, Africa and the Middle East. Many of our lawyers are qualified to practice law in jurisdictions outside of Italy such as France, Spain and US and speak fluently French, German, Spanish and Dutch, in addition to English and Italian.


Overview

ITALY: An Introduction to Italy Contributed by Nctm Studio Legale

CORPORATE /M&A: INVESTING IN ITALY

Country overview

The Italian economy is characterised by 4.4 million highly dynamic businesses operating in many diversified industries. The vast majority of these are small and medium-sized enterprises while only 3,400 are large companies with more than 250 employees (source: ISTAT, 2015). Motor vehicles, fashion and luxury goods, life sciences, aerospace, chemicals, information and communication technology, logistics, renewable energy, and precision machinery are among the most important sectors of Italian manufacturing.

Despite the fact that Italy has always been very attractive for foreign investors, representing a geographic strategic hub and for the high embedded value in its assets (generally underestimated), international investors, in the past, have been cautious to enter into the Italian market, due to Italy’s legislative background, tax system, judicial system, and high standards of employment protection.

In such context, the 2008–2014 crisis has been a strong wake-up call to the Italian government, institutions and private companies, which understood that Italy needed to open its markets to foreign investors in order to survive the post-crisis business environment and meet investors’ needs in terms of stability and efficiency.

To improve Italy’s long-term growth prospects, the Italian government has set out an ambitious structural reform agenda across many policy areas. Some reforms have been made, such as those regarding labour contracts and certain tax incentives or simplifications, some are under way but are not yet completed, while others are still in the pipeline.

This path of reforms has been very much appreciated and, together with the increased international attitude of Italian entrepreneurs, resulted in an extraordinary growth of the Italian M&A market. In 2015 the M&A market showed solid growth (+28%), mainly driven by an increase in foreign investment confidence, and this trend seems to have been confirmed for 2016. However, after the Italian constitutional reform was stopped by the referendum held in December 2016, a period of political uncertainty has started and the reform agenda inevitably suffered a blow and stopped. Nonetheless, international investors in the Italian market can still benefit from the measures already implemented.

Corporate and litigation

The Italian corporate law system can be fairly considered in line with the best international standards and some new rules were introduced in 2014 aimed at incentivising listing and capitalisation of companies. One of the major changes entails another step in superseding the “one-share-one-vote” principle: by-laws of closely-held joint stock companies can now issue special category shares with multiple votes (up to 3) that, in case of listing, can be maintained after the IPO (in line with similar provisions applied in recent high-tech U.S. IPOs); moreover, both listed and non-listed companies can issue “loyalty shares”, by which any shareholder holding its stake for a minimum of 24 months is entitled to up to 2 votes per share.

Also the length of litigation in Italy, generally considered by foreign investors as a serious criticality, is improving; the establishment, in 2012, of the “Firms Courts”, dedicated to disputes regarding business activities and aimed at ensuring the specialisation of judges and reducing the backlog of claims, has significantly expedited the duration of civil proceedings (according to the Ministry of Justice, the average duration of first degree civil trials was reduced from 547 days in 2013 to 367 days in 2016).

Labour law

One of the most interesting legislation reforms focused on rationalising employment protection, expanding active labour market policy, making social protection more effective, and boosting female labour force participation.

Less stringent employment protection legislation is meant to support higher productivity, making it easier for firms to respond quickly to changes in technology or product demand that require reallocation of staff or downsizing. To rebalance job protection, a standard contract with employment protection increasing with tenure was introduced in 2015, to be applied only to new employment contracts. In case of unlawful dismissal (except for the most serious cases in which reinstatement applies, e.g. discriminatory dismissal), the amount of the indemnity is determined in connection with the length of the employment relationship (as a general rule, 2 monthly wages per year, but not less than 4, and not more than 24). Moreover, a new form of out-of-court procedure for dismissals has been introduced: the employer pays the worker an indemnity equal to 1 monthly wage per year of service (but not less than 2 and not more than 18). This settlement prevents any further dispute by the worker and both parties have a strong incentive to apply this procedure, since the sum paid is not subject to social contribution or taxation.

As a consequence of such reforms (together with other measures), according to the Ministry of Justice, from 2012 to 2016 the overall number of employment disputes in the private sector declined by 1/3 and the number of disputes regarding lay-offs and short-term contracts was reduced by 69%.

Tax law

A set of tax measures aimed at boosting investments has been implemented.

Rates– Starting from 1 January 2017, for companies other than banks and other financial institutions, the corporate income tax rate has been reduced from 27.5% to 24%.

R&D and capex– The 2015 Budget Law overhauled the R&D tax credit regime; a company qualifies for a tax credit if it invests at least EUR30,000 per year in certain forms of R&D, and its total R&D spending in a given year exceeds the average amount spent on corresponding forms of R&D over the 3 tax years preceding that in progress on 31 December 2015. Moreover, under the so-called “patent box”, resident entrepreneurs in Italy, or resident entities in countries that have signed a double tax treaty and exchange information with Italy, may opt for a new tax regime if they carry out R&D activities. Under such regime, a certain percentage of qualifying income – deriving from the licensing or direct use of eligible IP (software protected by copyright, patent, trademark, design, model, process, secret formula and/or industrial, commercial or scientific knowledge) – is excluded from the tax base. In addition, to facilitate investments in technology, the 2017 Budget Law has introduced the “hyper depreciation” regime for certain operating assets linked to a company’s production system or supply network.

New form of ruling for substantial investments– A new form of tax ruling is available for companies (whether resident or non-resident) intending to invest in Italy at least EUR30 million generating new employment. The investor must disclose a business plan indicating the size, timing and mode of implementation of the investment and the number of workers likely to be hired and it may ask for a tax ruling on various issues, such as whether abuse-of-law or other anti-avoidance measures are likely to be triggered and the tax implications of a group reorganisation. The tax authorities should provide, within 120 days, a written answer, binding as long as the facts and circumstances do not change.

Withholding tax exemption– Since 2016, subject to certain conditions, no withholding tax is levied on interest on medium or long-term loans granted to enterprises resident in Italy by, inter alia, EU banks or foreign institutional investors established in a country allowing for an adequate exchange of information with Italy (even if they are not subject to tax in their country of establishment but provided that they are subject to regulatory supervision).

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Senior Statesmen

Giliberti Triscornia e Associati

From the Chambers Europe guide

Enrico Giliberti is a long-standing figure in the market and admired by sources, who describe him as a "mentor." Of late he has advised RCS Mediagroup on the sale of RCS Libri to publisher Mondadori.

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Eminent Practitioner

Alberto Toffoletto

Nctm Studio Legale

From the Chambers Europe guide

Alberto Toffoletto continues to enjoy a good reputation in the market, and is particularly praised by clients for his pragmatic approach: "He is very precise in explaining the reasons for his opinions and very clear, too." He has a wealth of experience in the Italian corporate arena.

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Star Individuals

Michele Carpinelli

Chiomenti

From the Chambers Europe guide

Michele Carpinelli remains a leading light in the market, "enjoying an incredible reputation for the last 15 to 20 years," according to interviewees. Clients add that he is "the wisest and most eminent lawyer I have ever met." He has a wealth of experience working with banks and listed companies.

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Star Individuals

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

Widely regarded as "one of the top M&A lawyers in the Italian market," Roberto Casati is admired for his extensive corporate experience. "He has an excellent understanding of deal structuring and is capable of spotting subtle weak points and fixing them," one client says.

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Star Individuals

BonelliErede

From the Chambers Europe guide

Sergio Erede remains widely regarded as "one of the best" in the Italian M&A arena. He has extensive experience advising international and domestic clients from a wide variety of industries such as energy, telecommunications and banking.

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Star Individuals

Gattai, Minoli, Agostinelli & Partners

From the Chambers Europe guide

Clients enthuse that Bruno Gattai is "one of the most influential and capable lawyers in Italy." He sees his ranking improve to star individual this year after receiving outstanding feedback from interviewees, who say he is "a very strong M&A lawyer," as well as "the best negotiator I have had the chance to meet." He assists private equity funds, listed and non-listed companies and family businesses with the bulk of corporate mandates.

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Star Individuals

Gianni, Origoni, Grippo, Cappelli & Partners

From the Chambers Europe guide

Clients say of Francesco Gianni's market standing that "he is one of the best lawyers in Italy," and "when there is a higher stage of approaching the authorities or giving an opinion which authorities will rely upon, we need his last word." He is a specialist corporate lawyer with a wealth of experience in M&A.

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Star Individuals

BonelliErede

From the Chambers Europe guide

Umberto Nicodano specialises in M&A transactions in the private equity sector. Clients say: "He is outstanding. He always has a high-level view on every single issue without getting distracted by technicalities. His advice is very practical and down to earth, which is what we need." His practice covers public and private M&A and corporate governance.

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Band 1

Roberto Bonsignore

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

Roberto Bonsignore is an M&A and restructuring expert commended by sources for his "technical as well as interpersonal skills." His recent mandates include ArcelorMittal's potential acquisition of Ilva.

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Band 1

Gianni, Origoni, Grippo, Cappelli & Partners

From the Chambers Europe guide

Roberto Cappelli is a well-known name in the market, and is singled out for his skill in private equity M&A. His clients include both domestic and international financial institutions.

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Band 1

Chiomenti

From the Chambers Europe guide

Carlo Croff has a wealth of experience advising corporate, banking and insurance clients on a range of matters including M&A, joint ventures and commercial contracts. Clients say he is "extremely calm in negotiations and at the same time highly skilled in achieving the client's goal."

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Band 1

Gatti Pavesi Bianchi

From the Chambers Europe guide

Corporate expert Francesco Gatti has long-standing experience in financing and M&A transactions. He has advised on a considerable number of mandates of late, including the sale of several stakes held by Intesa Sanpaolo in private equity funds to Neuberger Berman.

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Band 1

Nctm Studio Legale

From the Chambers Europe guide

Paolo Montironi is considered an "excellent" lawyer by sources, who comment on his considerable activity in the market. He specialises in M&A and privatisation mandates, and also handles cross-border transactions.

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Band 1

Francesco Tedeschini

Chiomenti

From the Chambers Europe guide

Sources praise Francesco Tedeschini's "ability to manage every situation to find the right solution." He regularly assists insurance companies and financial services firms with M&A and corporate governance matters.

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Band 1

Alessandro Triscornia

Giliberti Triscornia e Associati

From the Chambers Europe guide

Corporate and private equity expert Alessandro Triscornia is praised by clients for being "an extremely talented, knowledgeable and reliable lawyer. Technically one of the best lawyers I have come across in my career. What sets him apart is that he's very commercial, the kind of lawyer who helps you get the deal done. He's a very likeable person who smooths things out when tensions escalate during negotiations."

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Band 2

BonelliErede

From the Chambers Europe guide

Roberto Cera advises domestic and foreign clients on the bulk of M&A transactions, notably in the real estate, telecommunications and infrastructure arenas. He recently advised Almirall on the acquisition of 100% of the share capital of Poli Group Holding.

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Band 2

Orsingher Ortu - Avvocati Associati

From the Chambers Europe guide

Mario Ortu has extensive experience in M&A, disposals, public takeovers and joint ventures. Clients say he has a "strong M&A background, good judgement and knowledge of the Italian market," and furthermore that "he is respected by other counsel in a negotiation."

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Band 2

Gatti Pavesi Bianchi

From the Chambers Europe guide

Carlo Pavesi has a broad corporate practice, covering M&A, LBOs and banking and insurance joint ventures. He is further experienced in the private equity arena.

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Band 2

PEDERSOLI STUDIO LEGALE

From the Chambers Europe guide

Carlo Pedersoli specialises in M&A and corporate governance, and combines litigation skills with his transactional experience. He frequently advises corporates, private equity funds and financial institutions.

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Band 2

Latham & Watkins

From the Chambers Europe guide

Stefano Sciolla specialises in M&A, joint ventures and private equity transactions. He climbs the rankings this year after receiving encouraging feedback from clients, who say: "Stefano is a superb professional with outstanding legal knowledge and exceptional standing in negotiations. His attention to service and quality are outstanding and his responsiveness is amazing."

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Band 2

Clifford Chance Studio Legale Associato

From the Chambers Europe guide

Paolo Sersale handles public and private M&A deals and public takeovers. Clients say he brings "a level of depth and experience that is essential to support the execution of a complex transaction. He also exercises good judgement when developing options and recommending a proposed solution."

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Band 2

Legance - Avvocati Associati

From the Chambers Europe guide

Filippo Troisi is an experienced M&A lawyer with a considerable reputation in the market. He advises on a range of corporate matters such as public tender offers, equity offerings and joint ventures.

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Band 3

Freshfields Bruckhaus Deringer LLP

From the Chambers Europe guide

Nicola Asti is regarded by clients as "a trusted and reliable partner to our company." He covers the gamut of corporate and commercial law, including private and public M&A.

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Band 3

Andrea Carta Mantiglia

BonelliErede

From the Chambers Europe guide

Andrea Carta Mantiglia has considerable experience advising pharmaceutical companies on M&A, joint ventures and other corporate matters.

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Band 3

PEDERSOLI STUDIO LEGALE

From the Chambers Europe guide

Ascanio Cibrario climbs one position in the rankings this year on the back of strong client feedback which praises his "approach, responsiveness and legal skills on corporate matters." Clients also say: "Ascanio is a fantastic negotiator, capable of adapting contracts to his client's needs and goals."

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Band 3

LMS Studio Legale

From the Chambers Europe guide

Formerly at Latham & Watkins, Fabio Coppola recently joined the firm as partner. Interviewees say: "He is very good in private equity, M&A and leveraged finance transactions." They also add: "He avoids long and never-ending discussions, he is very much straight to the point and efficient."

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Band 3

Alessandro Dubini

Dentons Europe Studio Legale Tributario

From the Chambers Europe guide

Alessandro Dubini of Dentons Europe Studio Legale Tributario has extensive experience in the corporate sphere and often advises private equity clients. He is described by interviewees as "experienced, client-friendly, quick in his analysis and he has great business acumen."

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Band 3

Shearman & Sterling LLP

From the Chambers Europe guide

Interviewees say managing partner Domenico Fanuele "is very dedicated to the project and the client's needs, and very proactive. You can be sure he'll follow up on everything in a transaction and he'll never shy away from chasing the counterparty to try and get a good solution for his client." As a dual-qualified lawyer in Italy and the USA, he is able to provide substantial support in cross-border mandates.

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Band 3

PEDERSOLI STUDIO LEGALE

From the Chambers Europe guide

Andrea Gandini enjoys a good reputation among market commentators due to his long-standing experience in the corporate arena. His clients include industrial and financial groups on joint ventures, corporate governance and securities matters.

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Band 3

Allen & Overy

From the Chambers Europe guide

Paolo Ghiglione "is always very well prepared, effective and commercial in his advice, and he is also very proactive in finding solutions," clients say. He has advised on a wider range of M&A mandates in the energy, private equity and TMT sectors.

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Band 3

Alessandro Giovannelli

Giovannelli e Associati

From the Chambers Europe guide

Alessandro Giovannelli "is very good at working with both sides to get the deal done," says one client, who adds: "He comes up with solutions that work for his client and for the other side as well, which is a rare skill in legal circles and that is why I think he's been very successful."

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Band 3

LMS Studio Legale

From the Chambers Europe guide

Practice head Fabio Labruna continues to impress clients, who say: "He is a real asset and a game changer when you have him on your side." His "superior negotiating skills" are also highlighted.

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Band 3

Giuseppe Lombardi

Lombardi Segni e Associati

From the Chambers Europe guide

Outstanding litigator Giuseppe Lombardi is also recommended for his corporate and business law acumen. Clients say of his approach: "He works on things himself, so I can contact him directly and he will answer anytime including during weekends; he's always on top of the issue. When he takes a clear position you just go ahead, I feel very comfortable and well supported by him."

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Band 3

Molinari e Associati

From the Chambers Europe guide

Ugo Molinari recently established his own firm, Molinari e Associati. He focuses his practice on corporate, M&A and restructuring.

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Band 3

Carlo Pappalettera

Carnelutti Studio Legale Associato

From the Chambers Europe guide

Carlo Pappalettera has considerable experience in M&A and structured finance. He mainly advises private equity funds.

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Band 3

Giovanni Pedersoli

Linklaters

From the Chambers Europe guide

Giovanni Pedersoli frequently assists domestic banks with cross-border M&A. He is described by clients as "a great communicator" and "bright, reliable, proactive and pleasant to work with."

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Band 3

Hogan Lovells Studio Legale

From the Chambers Europe guide

Corporate lawyer Luca Picone is described by sources as "a talented and tough negotiator with significant experience." His practice covers M&A, private equity and cross-border transactions.

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Band 3

Giuseppe Scassellati-Sforzolini

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

Clients enjoy working with Giuseppe Scassellati-Sforzolini, whom they describe as "a top performer and very knowledgeable." His practice focuses on the private equity sector, covering M&A, takeover bids and divestitures.

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Band 3

Hogan Lovells Studio Legale

From the Chambers Europe guide

Clients enjoy working with Francesco Stella, who focuses on the financial, life sciences and energy sectors. "He is very knowledgeable and has a good relationship with his clients; he was attentive and present in all important meetings," clients say.

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Band 3

Jones Day

From the Chambers Europe guide

Massimo Tesei recently joined the firm as partner, adding his extensive M&A experience to the team. He handles a range of corporate matters including public takeovers and private equity transactions.

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Band 3

Gatti Pavesi Bianchi

From the Chambers Europe guide

Stefano Valerio handles public and private M&A, shareholders' agreements and restructuring. He recently advised GreenItaly on its EUR135 million merger with Prima Vera.

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Band 4

Gattai, Minoli, Agostinelli & Partners

From the Chambers Europe guide

According to sources, Piero Albertario "has a good reputation" in the corporate arena. He mainly advises banking and financial institutions on M&A, corporate governance and regulatory matters.

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Band 4

Carnelutti Studio Legale Associato

From the Chambers Europe guide

Clients say Luca Arnaboldi has "a vast knowledge and enormous experience." His areas of focus are M&A and finance transactions, particularly in the media and real estate sectors.

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Band 4

Maurizio Bernardi

Pirola Pennuto Zei & Associati

From the Chambers Europe guide

Maurizio Bernardi "can be tough when he has to be but is also reasonable when he needs to understand the position of the counterparty in order to obtain a good result in a negotiation," clients say. He handles M&A, corporate reorganisations and financial transactions.

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Band 4

Jones Day

From the Chambers Europe guide

In addition to his corporate law skills, clients appreciate that Stefano Crosio "is very versatile and also able to work in a private equity context." He advises domestic as well as international clients.

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Band 4

Alessandro De Nicola

Orrick, Herrington & Sutcliffe

From the Chambers Europe guide

Alessandro De Nicola focuses on corporate governance, M&A and compliance. He has significant experience in cross-border mandates.

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Band 4

Delfino e Associati Willkie Farr & Gallagher LLP

From the Chambers Europe guide

Maurizio Delfino of Delfino e Associati Willkie Farr & Gallagher LLP is particularly active on behalf of private equity players, advising on M&A, distressed assets and restructuring.

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Band 4

Antonio Di Pasquale

Hogan Lovells Studio Legale

From the Chambers Europe guide

Antonio Di Pasquale handles public and private M&A mandates, corporate litigation and commercial issues such as licensing agreements. He has particular experience in the energy and infrastructure sectors.

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Band 4

Giovanni Domenichini

BonelliErede

From the Chambers Europe guide

Giovanni Domenichini handles a wide range of corporate law mandates including extraordinary finance operations and restructuring proceedings.

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Band 4

Hogan Lovells Studio Legale

From the Chambers Europe guide

Leah Dunlop is dual-qualified in Italy and the UK and has significant experience in cross-border mandates involving both jurisdictions, speaking Italian fluently in addition to English. She often advises clients acting in the TMT, energy and natural resources and financial arenas.

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Band 4

Chiomenti

From the Chambers Europe guide

Luca Fossati is praised for his "impressive expertise in M&A" and his "constructive and assertive" approach. He recently assisted Fininvest with the sale of a 48% stake of AC Milan to entrepreneur Bee Taechaoubol.

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Band 4

Giovanni Gazzaniga

Allen & Overy

From the Chambers Europe guide

Giovanni Gazzaniga advises international and Italian companies on M&A, joint ventures and public takeovers. Clients say: "He takes a fairly commercial attitude to the relationship with the client and thinks of the long-term rather than trying to make the most out of each individual transaction."

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Band 4

DLA Piper Italy

From the Chambers Europe guide

Department head and "established corporate lawyer," according to sources, Goffredo Guerra has considerable experience in M&A transactions on behalf of private equity and financial players. One client says: "He is very responsive, which is great for the company, when a lawyer replies all the time."

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Band 4

Wolf Michael Kühne

DLA Piper Italy

From the Chambers Europe guide

Clients say managing partner Wolf Michael Kühne is "very strategic, has a good sense of the particularity of the situation and therefore gives very pragmatic advice." His corporate practice is focused on cross-border mandates, especially those involving Germany.

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Band 4

Chiomenti

From the Chambers Europe guide

Filippo Modulo focuses on the real estate and energy sectors, handling M&A, joint venture agreements and commercial contracts.

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Band 4

Umberto Penco Salvi

Clifford Chance Studio Legale Associato

From the Chambers Europe guide

Umberto Penco Salvi specialises in the energy and infrastructure sectors, where he advises on a range of corporate transactions such as joint ventures and tender offers. Clients particularly appreciate his "extraordinary promptness in responding to clients' requests and his ability to maintain constructive relationships with counterparts, which may significantly contribute to a positive result of the negotiation."

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Band 4

K&L Gates

From the Chambers Europe guide

According to clients, Giampaolo Salsi has "strong business acumen, strong ability to highlight and manage risks as well as finding the best compromise in a negotiation." They also appreciate his "availability, pragmatism and expertise."

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Band 4

Eugenio Tranchino

Watson Farley & Williams LLP

From the Chambers Europe guide

Eugenio Tranchino "is extremely skilled and able to think outside the box," says one client. Another interviewee adds: "He is very proactive and motivated to find solutions that optimise the deal." He is also admitted to the French as well as the Italian Bar, and is able to provide expert advice on transactions involving both jurisdictions.

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Band 4

McDermott Will & Emery Studio Legale Associato

From the Chambers Europe guide

Clients say Massimo Trentino is "practical, business-friendly and commercial." He handles M&A, corporate finance and arbitration.

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Band 4

Curtis, Mallet-Prevost, Colt & Mosle LLP

From the Chambers Europe guide

Clients enjoy working with Ian Tully, who they say is "very intelligent and has a good perception of business as well as legal requirements. He thinks on issues business-wise, which is something I appreciate very much." His know-how extends to international commercial contracts, multi-jurisdictional M&A and corporate finance.

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Band 5

Gianni, Origoni, Grippo, Cappelli & Partners

From the Chambers Europe guide

Andrea Aiello enters the rankings this year on the back of positive client feedback: "He is not only well prepared, but also demonstrates a high level of professionalism and is quick to get back to us." He focuses on M&A, joint venture agreements and shareholders' agreements.

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Band 5

LMS Studio Legale

From the Chambers Europe guide

Tommaso Amirante handles public and private M&A and distressed assets transactions. His recent mandates include advising Carraro on the sale of a 55% stake in O&K Antriebstechnik to Bonfiglioli Riduttori.

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Band 5

Legance - Avvocati Associati

From the Chambers Europe guide

Bruno Bartocci focuses on the corporate finance arena. He typically advises a client roster made up of investment banks, private and listed companies and private equity funds.

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Band 5

Freshfields Bruckhaus Deringer LLP

From the Chambers Europe guide

Enrico Bazzano enters the rankings following impressive feedback from clients who say: "He is an amazing lawyer: respectful of timelines and very tough in negotiations, so we feel protected by him." He recently led the advice to CheBanca! on the acquisition of Barclays' retail banking business in Italy.

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Band 5

Daniele Bonvicini

Grande Stevens Studio Legale

From the Chambers Europe guide

Daniele Bonvicini of Grande Stevens Studio Legale handles domestic and cross-border mandates including M&A and private equity transactions. Clients say: "He is a sympathetic, pragmatic and collaborative person, but firm at the same time, so that he earns the counterparty's esteem as well. He always tries to find the most simple solution."

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Band 5

Paul Hastings (Europe) LLP

From the Chambers Europe guide

Bruno Cova is a well-reputed, "prominent" corporate lawyer, handling M&A, restructuring and corporate governance matters.

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Band 5

Shearman & Sterling LLP

From the Chambers Europe guide

Tobia Croff has substantial experience in M&A mandates and has focused on transactions in the media sector of late. Clients say: "Besides his continuing commitment to us as a client, we have received very sound and creative business advice and very effective transaction management."

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Band 5

Alfredo D'Aniello

Gianni, Origoni, Grippo, Cappelli & Partners

From the Chambers Europe guide

Clients say Alfredo D'Aniello is a "bright, meticulous and impressive lawyer" who is "always ahead of the competition, works hard and is a very good negotiator." He handles a wide range of corporate mandates including M&A, joint ventures and takeover bids.

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Band 5

Caiazzo Donnini Pappalardo & Associati - CDP Studio Legale

From the Chambers Europe guide

Roberto Donnini of Caiazzo Donnini Pappalardo & Associati - CDP Studio Legale has considerable experience in M&A, joint venture agreements, privatisations and spin-offs. His commercial approach is highlighted by interviewees, who say: "He is a business lawyer with good business experience and acumen. He is capable of understanding the deal and the elements that could be a deal-breaker, and ultimately allows the client to correctly manage risks associated with the transaction."

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Band 5

Giorgio Fantacchiotti

Linklaters

From the Chambers Europe guide

Giorgio Fantacchiotti joins the rankings this year on account of his growing reputation in the Italian M&A market. He is particularly focused on the private equity sector and advises on both public and private acquisitions. Clients say he is "very genuine and a strong deal maker. He always finds solutions, and is very commercially oriented and full of humour but also very technical."

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Band 5

Jenny.Avvocati

From the Chambers Europe guide

Christoph Jenny of Jenny Avvocati receives accolades for his know-how in advising German clients entering the Italian market, thanks to his wealth of experience and fluency in the German language. Clients also highlight his "rigour, integrity and professional approach with a more personalised touch."

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Band 5

La Torre Morgese Cesàro Rio - Studio Legale Associato

From the Chambers Europe guide

Massimo La Torre advises a range of industrial and banking clients on the bulk of corporate and commercial matters. Clients highlight "his experience in extraordinary transactions."

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Band 5

LCA Studio Legale

From the Chambers Europe guide

Managing partner Giovanni Lega enters the rankings following accolades from clients who say he is "brilliant and intuitive and has a very useful problem-solving approach due to his business-oriented mind." He has long-standing experience in mergers, demergers and joint ventures.

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Band 5

Alessandro Marena

PEDERSOLI STUDIO LEGALE

From the Chambers Europe guide

Alessandro Marena focuses on the private equity sector, advising funds on M&A and extraordinary transactions. Clients say: "He is very knowledgeable, very good at M&A and comes up with creative solutions to issues."

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Band 5

K&L Gates

From the Chambers Europe guide

Pasquale Marini focuses his corporate practice on the financial services sector. Sources say: "He tries to think about things from the client's standpoint" and has "excellent and clear understanding of actual business needs."

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Band 5

Masotti & Berger

From the Chambers Europe guide

Clients say of working with Luca Masotti: "It is rare to have someone who can appreciate the commercial part as well as the legal part. He has a very good rationale and a lot of common sense, and he is also a hard worker." He mainly advises clients from the life sciences sector.

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Band 5

Antonio Pedersoli

PEDERSOLI STUDIO LEGALE

From the Chambers Europe guide

Antonio Pedersoli enters the rankings following enthusiastic references from interviewees, who highlight his "dedication to the client." He has been increasingly active in the corporate sphere, with recent mandates including Zignago Holding's and PFC's acquisition of a 7.10% stake in Hugo Boss from investment holding Red & Black Lux.

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Band 5

Francesco Portolano

Portolano Cavallo

From the Chambers Europe guide

Francesco Portolano specialises in the TMT arena, where he advises clients on a range of corporate issues including joint ventures and corporate governance.

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Band 5

King & Wood Mallesons

From the Chambers Europe guide

Davide Proverbio of King & Wood Mallesons frequently advises private equity clients on M&A transactions. He is noted by interviewees for his commercial approach: "He is very good at trying to reach an agreement between parties."

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