Always on your side
The name Lawyalty combines what we do with who we are.
Lawyalty combines the law, which is at the foundation of our profession, with our method of thinking, which is to provide legal solutions, create synergy and build understanding with our clients. We accompany our clients them personally in their business dealings, offering complete focus and dedication, creating trust and lasting relationships.
WHO WE ARE
Lawyalty was founded in 2010 by the Italian lawyers Gad Matalon and Filippo Moschini who, during 2015, welcomed the Italian based Spanish lawyer Belén Díaz Gutiérrez into the firm.
All the lawyers in the Lawyalty team have a solid grounding in the firm’s areas of expertise, by way of education and professional experience, with a high level of fluency in the languages of the countries in which the firm is most active, specifically English, French and Spanish.
Lawyalty is a law firm that provides counsel to Italian and foreign business, with particular focus on national and international commercial law, Company law, M&A, Employment law, Intellectual Property law, Corporate Compliance and Public and Private contracting.
At the side of our clients from the start of a project, during development and expansion of their business as well as during litigation or arbitration nationally or internationally.
Lawyalty aims to offer assistance and legal counsel with professional efficiency, rigor, specialization and tailored dedication that is personal to the client clearly understanding a client’s needs and the requirements of the market in which that client operates.
In an international environment, the Lawyalty lawyers have developed a wealth of strong experience in advising foreign and multinational business with interests in Italy or guiding Italian clients during their internationalisation or in their business with foreign partners.
Our clients are principally made up of Italian and foreign entrepreneurs and businesses with interests in Italy. We advise all sizes of businesses: from multinational organizations to start ups operating in different industrial, commercial and financial sectors as well as Italian businesses and private clients with interests abroad.
Each Lawyalty lawyer personally accompanies and advises the client in all legal business decisions, providing qualified assistance and counsel in a punctual and pragmatic manner and always in line with the needs of businesses operating in a global, digital economy.
We have participated successfully in the development of our clients’ entrepreneurial projects tackling together their various legal or litigious issues that arise and which touch on diverse industrial or commercial sectors, areas of law or judicial ordinance.
To achieve the broad range or competencies and specialisations required by our clients in Italy or abroad, we often rely on the collaboration of a select network of colleagues and trusted professionals in Italy and aboard with whom we frequently work.
Lawyalty operated via a contained, efficient and modern structure, which has been specifically created to facilitate the provisions of our legal services and to optimize the quality and efficiency of the services offered as well as the relative costs for the benefits of our clients.
Our fee policy is always competitive and transparent and our clients are able to monitor the fees as the work progresses.
Areas of expertise
Lawyalty provides legal assistance and counsel on all aspects of our client’s commercial and/or financial relationships, from helping plan their affairs, to business development and even closure whether contentious or non contentious.
Our experience is substantial in the following areas:
- Legal counsel in planning and implementation of business and investment in Italy, involving both Italian and foreign businesses.
- Strategic consultation and assistance for Italian business with international projects and investments.
- Legal counsel in the drafting, negotiation and resolution of commercial contracts in Italian and international law, for example:
- Agency agreements, business procurement contracts, sales commission agreements, bailment agreements
- Sale and distribution agreements
- Supply of Goods and Services agreements and subcontracting
- General Terms and Conditions
- Manufacturing and transfer of technology and know – how
- Joint venture, partnership and strategic cooperation
- Network contracts (“contratti di rete”)
- Loans and finance
- Leasing and commercial renting
- Transport and freight forwarding
- Offer and commercialization of tourist package services
- National and International bank guarantees
- Trademark, patents, software and other intellectual property rights
- Assistance in pre-litigation and litigation in court whether in a national or international environment.
Lawyalty provides assistance and legal counsel to support every aspect of day-to-day company life, from incorporation, to operation, to closure, and even restructuring, specifically:
- Ordinary corporate matters
- Strategic advice, legal viability of business models, tailoring the company structure according to clients’ requirements
- Articles of association and incorporation of the company, establishment of head offices, branch offices, in Italy or abroad, including preparation of the required acts and legal steps (negotiation between shareholders, drafting the memorandum and articles of association, shareholders’ agreements, power of attorney and all other ancillary documentation required to manage a company and operate in accordance with the law and with the competent regulatory bodies- e.g. companies house)
- Specialist assistance for innovative start-up companies
- Legal advice on subjects of company governance, defining the management and control structure, relationships between the company and itsdirectors and/or shareholders
- Assistance during board meetings and shareholder meetings and preparation of the required minutes
- Due diligence reports
- Maintenance of the company books and record notification at the companies’ house
- Corporate Transactions (M&A)
- Capital transactions
- Domestic and international acquisitions
- National/Cross – border mergers and divisions
- Quota transfers
- Removal of directors and/or shareholders
- Transfer and/or lease of business, units and global or partial transfer of assets
- Contribution of quota shares, business, business units and contributions in kind
- Private equity investment
- Company reorganization
- Liquidation and winding up
- Assistance in pre-litigation and litigation, in court whether in a national or international environment: to the benefit of the company, administrators, liquidators, directors, board members, statutory auditors and auditors.
Lawyalty provides assistance and legal counsel, both contencious and non-contencious, that supports every aspect of day-to-day employment relations, specifically:
- Preparation of employment contracts tailored to client’s needs
- Stipulation of non-competition and non-disclosure agreements
- Management of any problem inherent in the evolution of the working relationship (change of route or “mission”, transfer, secondment)
- Disciplinary action
- Termination of the working relationship (individual and collective redundancy)
- Preparing reorganization plans
- Personnel restructuring
- Assistance in pre-litigation and litigation in matters relative to anti-union conduct, tax and social security aspects and assistance in relationships with social security institutions, administrative authorities and trade unions
Lawyalty provides assistance and legal counsel, both contencious and non – contencious, aimed at the protection, exploitation and safeguarding of intellectual property rights: trademarks, trade names, domain names, patents, designs and models, software , know-how and confidential information, provenance and geographical denomination, copyright, moral rights.
The legal advice that Lawyalty provides, predominantly covers four areas
- Registration of trade marks, designs/models and patents roghts in close collaboration with our trusted consultants
- Legal counsel and assistance on IP contracts: negotiation, preparation and termination of contracts of transfer, licensing, distribution, franchising, merchandising, sponsorship, publicity, transfer of technology, confidentiality agreements
- IP- Due diligence reports in corporate transactions
- Protection of IP rights, in pre-litigation and in litigation, including for urgent basis (procedura cautelare etc.) before national, European and international authorities.
UNFAIR COMPETITION, PUBLICITY AND UNFAIR COMMERCIAL PRACTICES
Lawyalty provides assistance and legal counsel, both judicial and extra judicial, relative to the following matters:
- Confused competition
- Poaching of employees and customers
- Appropriation of the others merits
- Use other means that do not conform to professional fairness and are likely to damage another company
- Misleading advertising
Lawyalty provides assistance and legal counsel in e-commerce predominantly in the following five areas:
- Strategic advice aimed at framing and management of web based activity, revision and/or drafting of general terms and conditions of sale, terms and conditions of web site use, and in general all documents required for the formation of online contracts and for the activation of electronic commercial activity whether B2B or B2C
- Legal Conformity Audit on web based activities regarding compliance with the applicable laws, including laws on consumer rights
- Training services
- Assistance in pre-litigation and litigation for disputes of this type of commerce (consumer rights, misleading & unfair clauses, responsibility of the intermediary service provider)
ADMINISTRATIVE RESPONSIBILITY D.LGS 231/01
Lawyalty provides assistance and legal counsel in matters of preparation and implementation of organisational models and codes of ethics in accordance with D.lgs 231/01, including activity to the benefit of the members of the supervisory body (“Organismi di Vigilanza- O.d.V”)
- Risk mapping
- Preparation and implementation of organisational, management and control models
- Training on the principles of D.lgs 231/01 and on the organisational management and control models
- Lawyalty’s professional participation in the Supervisory Bodies as appointed members
- External support activity to the Supervisory Bodies
- Preparation and updates of internal procedures
SAFETY AT WORK
Legal advice that Lawyalty provides around safety in the work place predominately covers four areas:
- Preparation and updates of DVR as required by legal regulations
- Formalisation of procedure, operating instructions and emergency plans for evacuation
- Consultation and assistance for the organisation of preventative measures
- Assistance and preparation of legal documents (declarations, delegations, sub delegations and Powers of attorney) for the selection and appointment of the person(s) responsible for safety
Lawyalty provides a comprehensive advice on the requisite essentials for correct management of day-to-day company business data, implementing a privacy structure which is as much as possible in line with both the client’s needs and the privacy rules adopted by the European Union and the Italian Privacy Authority.
To this end, Lawyalty provides assistance and legal counsel in a vast area of activity including for example:
- General compliance
- Legal compliance audit, preparation of policies related to personal data processing
- Legal assistance and counsel on the preparation and revision of contracts related or connected to personal data processing (commercial communication activities, marketing services)
- Legal assistance and advice on personal data collecting and processing procedure for marketing and commercial communications (marketing with the use of automated systems, telemarketing, spam and soft spam, e-commerce), and for profiling; correct configuration of roles and responsibilities, planning promotional campaigns, contracts and specific clauses for information sharing
- Legal assistance and counsel with regard to reward programs and the correct configuration of the measures to be adopted for personal data processing
- Legal assistance and counsel on personal data processing in the context of web sites and social networks
- Legal assistance and counsel on compliance for internet sites and cookies
- Training of personnel with specific reference to requirements related to protection of personal data
Knowledge of all aspects of the contractual relationship and the legal relationships in general is an indispensable element of providing efficient extrajudicial advice.
- In the pre-judicial phase, our objectives are to help our clients take conscious decisions, also evaluating the cost consequences, benefits and timing of the judicial procedures compared to those related to possible extrajudicial solutions put in place through procedures such as mediation and other alternative dispute resolution procedures (assisted negotiation and ADR)
- In the judicial phase, we assist our clients before every jurisdiction of the state, ordinary or special, in civil, commercial and corporate matters and, in general, in any of the areas in which we are particularly active
- In arbitrations, we assist our clients before major international arbitrational institutions (CCI, LCIA. Uncitral, Camera Arbitrale di Milano, Geneva Chamber of Commerce) whether in institutional arbitration or ad-hoc procedures
- In international litigation and arbitration , we work with a vast network of trusted foreign colleagues with competencies in the main jurisdictions around the world
Lawyalty provides assistance and legal counsel, even on a continuous basis, to companies, insolvency practitioners, in relation to any aspect of the corporate crisis (and pre-crisis) management, including insolvency proceedings and any other alternative crisis resolution measures, both conservative and liquidating. The main areas of activities are:
- Corporate crisis prevention:
- Assistance for the implementation of adequate organizational, administrative and accounting structures to prevent, promptly verify and overcome the crisis (solvency compliance);
- Drafting contracts even during the pre-crisis stage;
- Legal assistance regarding financial or capital pre-crisis transactions.
- Company’s crisis management:
- Crisis and insolvency assessment;
- Drafting agreements between companies in financial distress and its creditors;
- Assistance, both judicial and extra-judicial, in managing the proceedings provided under Insolvency Law for the corporate crisis;
- Assistance and legal counsel in the evaluation and preparation of corporate restructuring and reorganization programs, also in accordance with the procedures foreseen by Insolvency Law;
- Assistance and legal counsel in planning extraordinary operations to overcome the crisis and reorganize the company.
- Assistance, both judicial and extra-judicial, in managing insolvency proceedings;
- Legal assistance in the proceedings brought in the context of an insolvency proceeding;
- Assistance and legal counsel, both judicial and extra-judicial, regarding directors and auditors’ liability for delayed assessment of insolvency or for wrongdoings in the management of the company’s crisis;
- Assistance and legal counsel in cross-border insolvency proceedings.
- Corporate – insolvency law
- Assistance and legal counsel, both judicial and extra-judicial, regarding all the matters related to the connection between corporate law and insolvency law, having regard to the last legislative changes.
- Divesting of company’s assets:
- Strategic legal counsel to investors regarding the demise and the transfer of the company’s assets in the insolvency proceedings, having regard to the last legislative innovations.
Lawyalty provides assistance to companies and investors, both Italian and international, in relation to any kind of real estate operation, including development, financing, acquisition or sale of several real estate assets (commercial, industrial and residential). Lawyalty provides assistance to the client in their daily activities of asset management and property management (lease contracts, gratuitous loan contracts, mandate for the management of the real estate properties). The Law Firm has also a strong experience in real estate civil litigation, both judicial and ADR.
Lawyalty provides assistance and legal counsel, even on a continuous basis, on banking and capital markets law to companies, banks and other financial intermediaries. The main areas of activities are:
- Banking supervision:
- Authorisation applications;
- Organizational structure and regulatory issues (capital adequacy, internal control mechanisms and risk management processes, risk concentration, intra-group transactions, corporate governance);
- Loans or guarantees;
- Company Restructuring;
- Banking transparency.
- Payments services and e-money;
- Banking and financial contracts;
- Collective asset management;
- Investment services and activities;
- Collection of risk capital via on-line portals;
- Crisis of supervised entities (banks, investment firms, etc.).
Our strong international vocation and our consolidated network of law firms in the European Union and, in general, in the major countries of the world, has enabled us to offer our clients valuable assistance in cross-border disputes. Lawyalty provides counselling and legal assistance in the following areas:
EUROPEAN UNION LAW
- Interpretation and application of Community laws (Treaties Regulations, Directives, Conventions, Decisions, White papers, Green papers, Recommendations) with particular reference to the free movement of goods, people, services, capital, competition rule, intellectual property, international trade and anti-trust matters
- Legal assistance both in pre-litigation and litigation before the competent authorities
- Interpretation and application of the most important international conventions in the principal areas of trade and industry, with particular reference to the resolution of conflicts of law, the determination of jurisdiction and the recognition and enforcement of foreign judgments and / or awards
Thanks to our consolidated relationships and collaboration with external colleagues specialized in other sectors, Lawyalty can offer assistance and legal counsel in the following areas: administrative law, insolvency law, environmental law, anti-trust and criminal law.
Foreign Desks & Country Focus
Between Spain and Italy exists a union, not only linked to their geographic and cultural closeness but also and above all because the two countries present primary markets of economic importance at a similar commercial and investment level.
Understanding this reality and to better assist our Spanish clients without linguistic or cultural barriers, in 2015 we created the Spanish Desk, led by our partner Belén Díaz Gutiérrez (“Abogado” del Ilustre Colegio de Abogados de Madrid” since 1999, based in Italy since 2002).
Belén together with the Lawyalty team and the collaboration of a select network of Spanish legal professionals – best friends – with whom she has worked since 2002, assists and guides our Spanish clients in the Italian legal system and accompanies our Italian clients in their business and litigation in Spain.
The experience in commercial and contentious transactions “Italo-Spanish”, gained by Belén over the course of her professional career – beginning in 1999 and developed in Spain and Italy -, allows her to have a specific and direct competency in Spanish law, to assist clients in their mother language and to aid the clients understanding of the relevant legal concepts (Spanish or Italian) also offering comparison between the two.
The legal assistance provided by the Spanish desk covers the areas of law in which the firm specialises and the economic sectors where Spanish or Italian investment, as the case may be, is most focused, among which for example: fashion, retail, real estate, tourism, food, energy and industrial machinery.
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CHINA COLLABORATIVE GROUP (CCG)
LEGAL SERVICES FOR CHINA INBOUND AND OUTBOUND CROSS-BORDER INVESTMENT DEALS
Our Firm, represented by the partner Gad Matalon, is member of the advisory collective “China Collaborative Group CCG”, formed on 18 November 2018 to provided legal services for China Inbound and Outbound cross-border investment deals.
CCG works with cross-border investors, and their counterparts, on business deals connected to China’s “One Belt, One Road” initiative (OBOR) and other global economic platforms.
The National Development and Reform Commission of the People’s Republic of China, the country’s top economic planning agency and champion of OBOR, has acknowledged CCG. The acknowledgement paves the way for the group to work with clients providing advice and services that are aligned with the NDRC’s guiding principles to make China a leader in economic globalisation and integration.
CCG is made up of 17 legal and tax advisories from different countries. The members collaborate as one team under a Swiss legal entity association model. It currently includes advisories from China, Costa Rica, Cyprus, France, Germany, Hong Kong, Indonesia, Italy, Mexico, The Netherlands, Nigeria, Portugal, Spain, Switzerland, Turkey, United Kingdom and the United States.
CCG supports clients to make smart decisions when working across borders. More than just tackling rules and regulations, CCG is based on a reciprocal understanding of cultures and business practices. CCG’s experts advise clients in their native language, with an understanding of their culture. This ensures a level of clarity and comfort – both at home and abroad – that smooths deals along.
Key to CCG’s efforts will be guiding the increasing number of Chinese investors seeking to develop interests abroad and take root in the global economy. The association and its extended network of professionals will support Chinese business decision-makers to ensure both compliance and safeguarded in their cross-border activities.
“The China Collaborative Group is about much more than cross-border deals and corporate compliance,” says Roberto Gilardino, President of the China Collaborative Group “The local and international expertise of each CCG member, working together as one team serving each client toward effective solutions, ensures a thorough cultural component, including language and business culture practice. Deals can become minefields of misunderstanding, and we take every measure to avoid this.”
CCG erases traditional, geographic legal boundaries. It offers decision-makers the best cross-border assistance available, working locally to achieve global results. This is the CCG way.
Working over the years in close contact with our clients and their advisors in the resolution of legal questions with an Italo-French background, has made it possible to see the close economic link between France and Italy, whether at a commercial or industrial level, understanding the similarities and differences, not only in cultural but also in law.
This together with knowledge of the French language and the partnerships established with French professionals, both legal and financial, were some of the decisive elements for confirming Lawyalty as a point of reference in an Italo-French setting.
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For many of our clients the United States represents, outside the European Union, the principle market of reference for export, operations, investment and/or business development, also considering competitively and international visibility.
For these motives, for years the lawyers of Lawyalty have accompanied their clients in entrepreneurial projects in the United States (and in general in common law countries) and this thanks to trusted relationships and collaboration – either at an educational or working level – with American law firms.
This combined with a knowledge of English and consultations over the years with a multitude of American companies during their investments in Italy, has provided a significant amount of expertise on the Italo-US legal scene, which covers various sectors (predominantly, real estate, pharmaceuticals, technology, fashion).
In the last few years the lawyers of Lawyalty have had occasion to reinforce their professional experience in an international environment, assisting and accompanying entrepreneurs, investors and Italian companies in their business in Latin America, with particular focus on the Mercosur countries.
To this end, Lawyalty makes use of the collaboration of qualified experts, operators and local professionals to assist in person our clients in Latin America and/or to welcome and assist them in Italy and, on a case by case basis, cater for their interest in mother tongue, whether Spanish or Portuguese.
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Work with us
Our firm is expanding: we aspire to grow whilst maintaining our identity, together with professionals who:
- Have a solid academic foundation and proven professional experience, either in Italy or abroad
- Are fluent in at least two foreign languages
- Share our professional approach
- Have a desire to join our team, to assist our clients with dedication, analytic skills and problem solving, who are independent, collaborative in their sprit and initiative.