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Main areas of activity.

Corporate law.

Over the years, Franco Baudino e Associati has developed skills in corporate law and dedicated resources in studying in depth the new law discipline introduced by the corporate law reforms. Evidence of this engagement is shown by the many publications on this subject written by our lawyers who work mainly in this field.

Studying the theory of these innovations, as well as their possible applications, allows us to use the acquired expertise in finding the best and most recent solutions available to meet the ever more complex needs and demands of businessmen, who are forced to work in a global market where the adoption of the most suitable legal tools and models is often crucial to be successful.

Our law firm takes into consideration all aspects of corporate law for Italian and foreign companies, from their incorporation to their dissolution. In the initial planning stage of the corporate activity, we advise clients in choosing the most suitable kind of corporate entity to be established and in writing its bylaws, in order to adopt the most suitable organization and governance aspects to reflect the relationships and balance among the parties involved. Special attention is paid in inheritance planning, for the corporate structure of family owned businesses, so as to protect and preserve them for future generations, through the most appropriate shareholder agreements and any other suitable legal instrument.

In the following stage, relating to the business, we offer advice to the business partners and management in dealing with shareholders’ meetings, board of directors’ meetings, and more generally with carrying out all of the steps necessary to fulfil all of the corporate management requirements. In this field, the legal assistance and advice given to directors include analyzing business areas and corporate procedures, identifying risk areas and setting up the most suitable compliance programs to meet the corporate administrative requirements as well as all of the related activities aimed at complying with the above mentioned programs as well as granting powers to the appointed officers. Working with the external professional team, we are also able to advise on extraordinary operations such as conversions, mergers, division and re-structuring of groups of companies. We advise company directors and statutory auditors in corporate difficulties or conflict among shareholders, in order to set up all of the safeguards to protect the directors and the board of statutory auditors.

We have gained a wide experience representing cases in court concerning corporate issues governed by the recently issued procedural law. This is an area in which our lawyers are often called to advise directors and statutory auditors as well as advising against them in connection with actions for liability brought by the corporation, shareholders, or trustees in bankruptcy, also representing shareholders and companies in contestations against resolutions of shareholders’ and board of directors’ meetings as well as in precautionary measures. We have taken advantage of this knowledge to advise public entities in the process of privatization of state-owned enterprises and consortia.

With respect to this sector of corporate law, our clients are public entities and state-owned companies operating in the public utilities sector, for which we handled their conversion to public limited companies. We advise on the resolutions of the board and shareholders’ meeting required to achieve privatization as well as complying with the standard requirements imposed by public cost reduction regulations.