Capital Markets

We assist our clients in each step of an equity capital market and debt capital market deal (including on the AIM Italia-MAC markets) such as:

  • IPOs, capital increases, takeover bids and stock-for-stock takeover bids;

  • assistance to issuers, shareholders, underwriters, financial intermediaries and nominated advisers (“NOMAD”);

  • offering, listing and re-purchasing of bond loans and other debt instruments (including Eurobonds, Euro Medium Term Notes and mini-bonds) as well as hybrid capital instruments;

  • assistance to issuers and distributors with offers and listing on regulated markets or on Multilateral Trading Facilities for plain-vanilla financial instruments and structured products such as certificates, notes and covered warrants.

We can provide assistance on any legal and contractual aspect in relation to the abovementioned transactions such as, drafting of prospectuses, offering circulars, admission documents, lock-up agreements, shareholders’ agreements and articles of association.

Banks, Brokerage Firms and other Financial Intermediaries – investment services

We assist banks, investment companies, asset management companies and other financial intermediaries, both Italian and foreign, in relation to authorisation processes with supervisory authorities and on any legal and regulatory aspects concerning the supply of investment services, including:

  • drafting and reviewing of internal procedures of intermediaries required by the supervisory regulations;

  • company secretarial services and compliance with the requirements provided by the supervisory authorities;

  • drafting of agreements for the supply of investment services;

  • cross-border operations (authorisation to supply services in Italy through the opening of a branch or as a service provider within the regime of free movement of services) and amendment of existing agreements in order to ensure compliance with   the Italian legal system;

  • structuring of financial products;

  • drafting and negotiating placement agreements of financial products;

  • sanction procedures commenced by the supervisory authorities against supervised subjects and relevant company officers in relation to the supply of investment services;

  • compliance activity and support to the internal teams including compliance, risk management, internal audit and anti-money laundering activities;

  • regulations on market abuse.

We have developed significant experience in assisting foreign intermediaries operating in the forex and binary options sectors as well as relevant company officers in relation to sanction procedures commenced by the Italian Companies and Exchange Commission (“Consob”).

Banks and other Financial Intermediaries – banking services

We provide assistance to banks and financial intermediaries pursuant to Article 106 of the Italian Consolidated Banking Act (“TUB“) on any legal and regulatory issues concerning the supply of banking services and other financial activities, including:

  • drafting and reviewing of internal procedures required by the supervisory regulations;
  • company secretarial services and compliance with the requirements of the Bank of Italy;
  • drafting of agreements for the supply of banking and financial services;
  • cross-border operations (authorisation to supply services in Italy through the opening of a branch or as a service provider within the regime of free movement of services) and amendment of existing agreements in order to ensure compliance with the Italian legal system;
  • sanction procedures commenced by the Bank of Italy against supervised subjects and relevant company officers in relation to the supply of banking services;
  • compliance activity and support to the internal teams including compliance, risk management, internal audit and anti-money laundering activities;
  • regulations on usury and banking transparency.

Mutual Funds

We provide assistance to asset management companies and managers of alternative investments funds on the regulation of collective asset management [(including real estate funds and investment companies with fixed capital – (SICAF)], with particular reference to:

  • setting-up of traditional and alternative mutual funds governed by Italian law;
  • offer abroad of funds governed by Italian law and offer in Italy of funds governed by foreign law;
  • drafting and negotiating of placement agreements for funds.

Payment Services

We can assist financial intermediaries and industrial clients on any issue in relation to obtaining authorisation to provide payment services through the setting up of assets for a specific purpose or through payment institutions.

Related News