Contenzioso

18 Aug 21: Breach of the shareholders’ agreement: which jurisdiction applies when a company is based abroad?

Breach of the shareholders’ agreement: which jurisdiction applies when a company is based abroad? IBA Corporate Counsel Forum   Wednesday 18 August 2021 Maurizio Vasciminni Pavia e Ansaldo Studio Legale, Rome maurizio.vasciminni@pavia-ansaldo.it Silvia Bisceglia Pavia e Ansaldo Studio Legale, Rome Silvia.bisceglia@pavia-ansaldo.it Giovanni Gigliotti Pavia e Ansaldo Studio Legale, Rome giovanni.gigliotti@pavia-ansaldo.it Breach of the shareholders’ agreement: which jurisdiction applies when a company is based abroad? According to a recent judgment of the Italian Corte di Cassazione,[1] a dispute arising from a breach of the shareholders’ agreement by an Italian shareholder is subject to Italian jurisdiction even when the registered office of the company…

Contenzioso

04 Aug 21: Not a ‘family’ business: enterprise or professional debts cannot be paid by the patrimonial fund constituted for the needs of the family

Not a ‘family’ business: enterprise or professional debts cannot be paid by the patrimonial fund constituted for the needs of the family IBA Litigation Committee    Wednesday 4 August 2021   Maurizio Vasciminni Giada Russo Giovanni Gigliotti   The matter of asset protection is growing in importance, especially for massive assets, since the Italian 2017 Budget Law introduced the so-called ‘flat tax’. The flat tax regime allows non-Italian resident high net worth individuals to transfer their tax residence to Italy to elect for a flat substitutive tax. The transfer of residence required for the application of the flat-tax regime has…

Dip_Mergers

26 Apr 21: The applicability of the Italian Business Judgement Rule to directors’ organisational choices

The applicability of the Italian Business Judgement Rule to directors’ organisational choices IBA Corporate and M&A Law Committee    26 April 2021   Maurizio Vasciminni Giada Russo Giovanni Gigliotti   The ‘adequacy of the organisational structure’ duty under the Italian Civil Code According to Article 2086 of the Italian Civil Code, the enterpriser operating as a company (or as a group) must set up an organisational, administrative and accounting structure adequate to the nature and size of the enterprise. Such adequate organisational structure must also be set up in order to detect – in a timely fashion – a crisis at…

Dip_Mergers

22 Jun 20: Pavia e Ansaldo with Omnia Hotels for the opening of two new 4-stars hotels in Rome

Pavia e Ansaldo with Omnia Hotels for the opening of two new 4-stars hotels in Rome Milan, 22 June 2020 – The law firm Pavia e Ansaldo assisted the Group OMNIA HOTELS in four different transactions, one connected to the other, for the acquisition of corporate shares, sale and purchase of real estate and long-term commercial lease, resulting in the purchase or the acquisition of use of four hotel facilities in Rome (in the area of Piazza dell’Indipendenza). The buildings – after refurbishment, reconversion and redevelopment – will be joined one to the other leading to the opening of two new 4-stars…

Dip_Antitrust_27133876_slider

31 Mar 20: Airport fees: Pavia e Ansaldo wins with Shell versus Alitalia and Volare

Airport fees: Pavia e Ansaldo wins with Shell versus Alitalia and Volare Rome, 31 March, 2020 – Pavia e Ansaldo successfully assisted the oil company Shell in a lawsuit with specific antitrust profiles, started by airlines Alitalia and Volare in front of the Court of Milan in relation to airport fees paid for the supply of aviation fuel in airport areas. The Court of Milan rejected in whole the requests of Volare and – in the lawsuit initiated by Alitalia, significantly reducing the summoning party’s claims – totally granted Shell’s defensive line, thus condemning the airport managers interested in the…

PeA_Dipartimenti_Commerciale_300203735_

15 May 19: The new golden power of the Italian government relating to 5G

The new golden power of the Italian government relating to 5G Milano, 15 maggio 2019 – Law Decree No. 22 of 25 March 2019, the so-called ‘Brexit Decree’, containing “Urgent measures to ensure security, financial stability and market integrity, as well as protection of the health and freedom of residence of Italian citizens and those of the United Kingdom, in the event of the latter’s withdrawal from the European Union ”, introduced Article 1-bis, entitled “Special powers concerning broadband electronic telecommunications networks with 5G technology”, in the Law Decree No. 21 of 15 March 2012 (converted with amendments by Law No. 56 of…

Contenzioso

14 May 19: May the parties derogate both general and special jurisdiction in Italy?

May the parties derogate both general and special jurisdiction in Italy? IBA Litigation Committee newsletter   13 May 2019   Maurizio Vasciminni Pavia Ansaldo, Rome maurizio.vasciminni@pavia-ansaldo.it   Giovanni Gigliotti Pavia Ansaldo, Rome giovanni.gigliotti@pavia-ansaldo.it   Giada Russo Pavia Ansaldo, Rome giada.russo@pavia-ansaldo.it   Any lawyer dealing with international contracts knows that reaching an agreement on the jurisdiction clause may be quite a difficult task, because each party generally feels more comfortable knowing that disputes arising out of the contract will be referred to a court system it is familiar with. Any such lawyer also knows that the bargaining strength of the parties…

Contenzioso

29 Apr 19: New appointments in Pavia e Ansaldo

New appointments in Pavia e Ansaldo Milano, 29 aprile 2019 – Law firm Pavia e Ansaldo announces the promotion of Counsel Giovanni Gigliotti to Partner and of Senior Associate Michele Adduci to Counsel. Giovanni Gigliotti, who works in the Rome office in the departments Litigation and Arbitration and Commercial and Corporate, is specializing in the handling of in and out of court disputes in addition to rendering assistance in civil and corporate law. Furthermore, Giovanni Gigliotti has gained considerable expertise in matters of generational change in enterprises. Michele Adduci performs his activity in the Litigation and Arbitration department of the firms Milan office. He…