Practice areas
Six specialist competencies, a single point of contact.
Each area expresses established expertise, a defined method and a full capacity to integrate with the firm's other disciplines.
The areas
Six areas of excellence.
Business and Complex Asset Valuation
Valuation demands the highest degree of integration between technical expertise, knowledge of industrial sectors and strategic insight. It is not the mechanical application of an algorithm: it is a professional judgement grounded in data, markets and vision. Hundreds of engagements for M&A, private equity, contributions in kind, impairment tests and sworn appraisals.
Methodologies applied
- Discounted Cash Flow (DCF): projected cash flows, EBITDA normalisation, WACC estimation, terminal value
- Market multiples (EV/EBITDA, EV/Revenue, P/E): comparable transactions and companies
- Asset-based and mixed methods: holding companies, real estate and regulated sectors
- Valuation of intangibles: trademarks, patents, know-how, goodwill (relief from royalty, MEEM) — IFRS 3 and ASC 805
- Fairness opinions for boards of directors, control committees and minority shareholders
Contexts of use
- Disposals and acquisitions (M&A) with tax and accounting due diligence
- Sworn appraisals pursuant to Arts. 2343 and 2465 of the Italian Civil Code for contributions in kind
- Intercompany valuation reports and arm's length verification
- Impairment tests under IAS 36 and Purchase Price Allocation (PPA) under IFRS 3
- Support for shareholders' agreements (drag-along, tag-along, earn-out)
- Appraisals in litigation or on behalf of the judicial authority
Corporate Reorganisations, Extraordinary Transactions and Generational Transitions
A company's structure is the result of historical layering: over time it can become inefficient, tax-burdensome or unsuited to growth. We support entrepreneurs and families in redefining these structures with technical rigour and a long-term vision.
Extraordinary transactions
- Mergers and demergers, including cross-border, with tax, corporate-law and accounting analysis
- Contributions of businesses or business units, with appraisal pursuant to Art. 2343-ter of the Italian Civil Code
- Formation and restructuring of holding companies to optimise the participation exemption (PEX)
- Leveraged Buy-Outs (LBO) and Management Buy-Outs / Buy-Ins (MBO/MBI)
- Protective asset demergers, buy-backs, withdrawal and liquidation
Generational transitions
- Analysis of family and corporate governance and of the interests at stake
- Post-transfer arrangements: family holding companies, voting syndicates, tailored articles of association
- Asset segregation: trusts, family foundations, family pacts (patto di famiglia) pursuant to Art. 768-bis of the Italian Civil Code
- Coordination with notaries, specialist lawyers and wealth advisers
Business Crisis and Restructuring
The Italian Insolvency Code (Codice della Crisi, Legislative Decree 14/2019, as amended by Legislative Decree 83/2022) has reshaped the regulatory framework: the early anticipation of distress, greater accountability of control bodies and the promotion of negotiated solutions are the pillars of the new system.
Diagnosis and prevention
- Internal early-warning systems pursuant to Art. 3 CCII
- Monitoring of crisis indicators (OCRI/IRDCEC)
- Debt sustainability and forward-looking financial requirements
- Business plans and going-concern testing (ISA 570)
Managing the crisis
- Negotiated Crisis Settlement (Composizione Negoziata della Crisi, CNC) pursuant to Decree-Law 118/2021
- Certified Recovery Plan pursuant to Art. 56 CCII
- Debt Restructuring Agreements pursuant to Arts. 57-64 CCII
- Going-concern Composition with Creditors (concordato preventivo) pursuant to Art. 84 CCII
Out-of-court restructuring
- Negotiation with banks and institutional lenders
- Term sheets and standstill agreements
We act exclusively as advisers: technical independence, with the client's interest as the sole benchmark.
Tax Litigation and Fiscal Risk Management
Litigation is almost always the outcome of insufficient planning or neglected compliance. We address it from a dual perspective: high-level technical defence and the systematic prevention of tax risk.
Pre-litigation and litigation
- Assistance during Guardia di Finanza inspections and Revenue Agency audits; submissions in the adversarial procedure
- Assessment by settlement (accertamento con adesione): negotiating the tax authority's claims
- Self-remedy (autotutela) and voluntary correction (ravvedimento operoso): cost-benefit analysis and regularisation
- Appeals before the Tax Courts of first and second instance
- Judicial conciliation pursuant to Art. 48 of Legislative Decree 546/92 and proceedings before the Court of Cassation
Fiscal Risk Management
- Risk mapping: transfer pricing, foreign-shell arrangements (esterovestizione), abuse of law, tax monitoring
- Rulings and advance-ruling applications to the Revenue Agency
- Tax Control Framework (TCF) for cooperative compliance pursuant to Legislative Decree 128/2015
- International taxation: treaties, transfer pricing, CFC rules, RW schedule
Innovative Finance, Startups and Support to the Entrepreneurial Ecosystem
The most innovative element of our positioning: the conviction that Italy's economy needs professionals able to move with equal fluency in the large, established enterprise and in high-risk, high-potential innovation.
Advisory to innovative startups
- Corporate structuring and registration in the special section of the Business Register pursuant to Art. 25 of Decree-Law 179/2012
- Investment rounds: IRPEF tax relief pursuant to Art. 29-bis, participative financial instruments (SFP), SAFEs, convertible notes
- Incentive plans: stock options, phantom stock, carried interest
- Financial models and business plans supporting fundraising
- Tax and accounting due diligence for institutional investors and family offices
VC ecosystem, cross-border M&A and incentives
- Assistance to investors (angels, family offices, seed funds): term sheets, cap tables, waterfall analysis
- Incentives: Patent Box, R&D tax credit, Nuova Sabatini, Central Guarantee Fund
- Listing on Euronext Growth Milan: tax, corporate and governance obligations
- Cross-border M&A: debt push-down, treaties and EU directives (Parent-Subsidiary, Merger Directive)
- Transfer pricing: master file, local file and defence in the event of challenge
Energy — Integrated Advisory for the Energy Sector
The firm is particularly active in the energy sector, offering integrated advisory — tax, corporate, legal and accounting — to operators and investors engaged in energy generation and transition projects.
Services offered
- Tax and corporate feasibility studies, structuring the investment and optimising the tax profile of both the on-going phase and the way out
- Assessment of the accounting, direct and indirect tax profiles specific to energy-sector transactions: long-term rights of use over the land plots hosting the plants, accounting and tax treatment of EPC and project finance contracts, structuring of possible co-investment by local developers, capitalisation of start-up costs
- Tax, accounting and corporate due diligence
- Corporate transactions preparatory or subsequent to the investment, including mergers following leveraged acquisitions (Art. 2501-bis of the Italian Civil Code)
- Closing procedures, including coordination of the various players and related obligations, where appropriate through dedicated timetables and closing agendas
Ordinary services
Compliance is the foundation of trust.
Ordinary activities — tax returns, VAT and corporate filings, bookkeeping — are carried out with the same care reserved for extraordinary transactions.
Bookkeeping
Ordinary and simplified accounting, VAT registers, general ledger and adjusting entries.
Annual Financial Statements
Preparation of the financial statements, explanatory notes and filing with the Business Register.
Tax Returns
Redditi return, IRAP, form 770, Certificazioni Uniche and computation of taxes.
VAT Compliance
Periodic settlements, LIPE communications, cross-border reporting and electronic invoicing.
Corporate Filings
Minutes, maintenance of company books and filings with the Business Register.
Ongoing Advisory
Recurring tax assistance, deadline scheduling and management of F24 payments.
Contacts
A first conversation.
We would be glad to present our capabilities in a dedicated meeting: tell us about your situation and we will respond with a first, clear overview.