Mergers and Acquisitions

JMU Law Firm can provide comprehensive support to both Italian and foreign clients throughout the entire life cycle of their company, from incorporation to responding to any subsequent corporate events.

The Firm's services cover various aspects, including the drafting of articles of association, clauses and shareholders' agreements covering appointment, withdrawal, approval and pre-emption clauses, voting syndicate agreements, put and call options, tag and bring-along clauses, and more. We also handle corporate taxation, share, capital or debt transactions such as buy-backs, share leases, reserved capital increases or those with special categories of shares, contributions, issuance of equity financial instruments or bonds (including convertible bonds), loans, and so on.

In the course of regular business operations, the Firm can assist with the administrative body and internal audit function, as well as the creation of organisational models in accordance with Legislative Decree 231/01. When dealing with share or quota acquisitions, or the purchase of a company or business unit, the Firm's services cover due diligence checks, preliminary and final contracts with accompanying guarantees (business warranties, earn-out clauses, etc.).

In significant corporate and company reorganisation operations, such as mergers, demergers, transformations, and merger leveraged buy-outs, we offer assistance in the planning, economic-financial structuring and implementation stages. This includes preparing the necessary documents and formalities in collaboration with other professional figures, such as accountants, notaries, financial advisers, and experts.

Finally, the Firm provides guidance for generational handover operations including identifying the most suitable approach to guarantee complete business continuity (such as a family agreement, holding company or trust). Additionally, the Firm offers legal defence in any corporate litigation cases, including challenges to resolutions, withdrawals, and liability claims.