Tonucci & Partners provides domestic and foreign corporations and entities
- commercial and non commercial - with legal assistance on general corporate
and commercial
matters at any stage of their development.
The Firm offers a range of legal services involving the incorporation of companies,
the drafting of parasocial agreements and other shareholder's agreements
and arrangements, and the organization of joint-ventures. The Corporate and
Commercial Department has developed a specific expertise not only in mergers
and acquisitions of businesses via stock or asset transactions, performing
the due diligence review of target operations and advising on the proper structuring
of supporting financial arrangements, but also in leveraged buyouts, spin-offs
and tender offers.
The Firm provides legal assistance on IPO procedures including all legal aspects
of corporate governance, drafting of prospectus, warranty contracts and stock
underwriting agreements. Legal assistance regarding hostile take over and asset
based loans emission is offered to domestic and foreign companies.
The Firm has developed expertise in all matters of corporate governance, ranging
from administration and control structuring to board and administrative activities.
Our lawyers regularly advise administrative boards on the allocation and management
of duties and responsibilities inside and outside the company.
In addition, the Department offers specialized legal services to corporations
i restructuring and rearranging their strategies in order to comply with the
latest legislative reforms: from support in drafting organizational and management
Models as set out in the Legislative Decree 231/2001 (regarding company's
administrative liability for offenses committed in the interest or to the advantage
of the company itself by representatives or their subordinates) to global consulting
provided to corporations in connection with the Legislative Decrees 5/2003
and 6/2003, which, after a 60 years wait, introduced a Corporate Law reform.
The Firm has broad experience in implementing privatization procedures and
taking care of the consequent rearrangement of regulatory policies and has
advised governments and national institutions on all operational, organizational
and regulatory issues related to the dismissal of public properties and assets.
The Firm's nomination in 1995 as legal advisor to the Ministry of Economy
for the privatization of the largest Italian telecommunications provider is
notable.
The public sale of the Ministry of Economy's shares to institutional
investors marked the largest European public offering made in the history of
overall transaction results.
Tonucci & Partners also acted as legal advisor for the privatization of
some of the major banking and financial institutions operating in Italy.
The Firm's Attorneys have been involved in major State assets dismissals in
Italy and several business transactions and privatization issues in Eastern
Europe and developing countries. Tonucci & Partners has acted on behalf of
governments, as well of private industries and underwriters in relation to
offers of securities of privatized companies in both domestic and international
capital markets
The Firm also has expertise in establishing corporations with mixed capital
(majority or minority public interest) for the management of essential public
services. These corporate activities regulate the terms of the agreement for
the introduction of new technology and skilled activities by private shareholders
in the mixed capital corporation.
Additionally, the Firm advises on the establishment of consortium companies
or associations of municipal companies of local governing bodies and private
companies for electric power production, waste management and water supply.
Tonucci & Partners also has distinguished itself by assisting companies in
the construction business of public works in Italy and abroad.
The Firm's consulting extends to businesses of all levels from single
corporations to temporary associations of companies (mainly consortiums).
|