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Practice Areas

Corporate Law - M&A -Corporate Compliance

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

  • National/Cross – border mergers and divisions

  • Quota transfers

  • Removal of directors and/or shareholders

  • Contribution of quota shares, business, business units and contributions in kind

  • Private equity investment

  • Transformations

  • 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.

Corporate Compliance

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.

Privacy

Lawyalty provides a comprehensive advice on the 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:

  • 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.

  • Preparation and updates of T&C and privacy policy for websites, social networks, online games, prize competitions/reward programs, mobile applications.

  • 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.