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Tonucci & Partners has extensive experience in advising on legislative, regulatory,
organizational and management issues concerning the setting up and of banks and
financial brokerage firms in Italy, as well as the creation and sale of innovative
financial services addressed to institutional and retail investors.
The Department's Attorneys have considerable experience in the financial
field. They have assisted some of the major national and international banks
and financial brokerage firms of Europe and drafted loan agreements in offerings
and placements of financial instruments, including derivatives and highly sophisticated
financial products.
In particular, the Firm provides assistance with every legal aspect of the
financial transactions, such as debt and equity offerings, all types of guarantees,
placement agreements, marketing of shares of collective investment undertakings,
Sicav shares, swap contracts, issuing of shares and others stock financial
instruments, offering of equity linked or reverse convertible financial products,
leveraged buy-out contracts, equity and quasi-equity financing, cash pooling
contracts, phone and internet banking, project financing operations, leasing
and factoring arrangements, agreements, restructuring of distressed debt, securitization,
currency rate and interest rate hedging.
The Firm has also significant expertise in Corporate and structured Finance
having conducted research and analysis on credit securitization issues, asset
backed securities and the relationship among originators, arrangers, issuing
and/or selling broking firms.
The Firm's activities include: due diligence execution and drafting
of relevant contracts as credit purchase and sale, receivable purchase agreement,
credit management contracts, servicing agreements, liquidity agreements, investment
contracts, credit enhancement.
Moreover, the Firm analyzes and manages all aspects relative to the issuing
and placement of financial instruments from credit securitization operations
; it arranges informative prospects and offers documentation, relying on its
links with control authorities.
Regarding project financing initiatives, Tonucci & Partners usually provides
assistance to both financial institutes and project promoting firms on all
the main phases of project financing, either private-contractual:
- Due diligence execution and implementation; negotiation of agreements among
involved subjects (i.e.: creation of newco, Ati or consortium); drafting
related contracts (i.e.: tenders contracts, marketing and supplying contracts,
etc..)
as set out in the documents representing the financial backbone of the
operation (loan agreement and connected financial documents); and structuring
the security
package and risk matrix.
- As for the public aspects of project financing
according to the Law 109/1994, the firm assists in: operation planning
and compatibility with other administrative
planning and programming instruments; evaluation of promoter's proposal;
tender's procedure for structuring and managing the operation; public
acts of grant; incorporation of the project financing company; other
relations between public administration and licensee.
In the insurance sector, the Department has assisted major investment funds
and insurance companies in setting up Italian operations, reviewing their marketing
strategies and operations to conform to Italian regulations. The firm has also
advised EU-based insurance providers on how to market insurance and unlinked
products in Italy without necessarily creating permanent establishments.
The Firm's consulting on banking and insurance matters normally involves
assistance in dealing with regulatory agencies (such as CONSOB, COVIP, BANK
OF ITALY, ISVAP, Antitrust and Data Protection Authorities).
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