Practice Areas
LAW • BUSINESS • CULTURE • TAX
Integrated expertise. Strategic insight. Practical delivery.
Our services in detail, organised around the four pillars of Law, Business, Culture and Tax: a single point of contact for day-to-day decisions, development projects and periods of significant change.
Four practice areas, specialist expertise
Each practice can work independently or alongside the others, depending on the project.
International trade, contracts, M&A, corporate law, employment law, IP, litigation, arbitration and business distress.
Strategy, finance, management control, transformation, systems, performance, turnaround and post-acquisition support.
Cultural heritage, restoration, art, art crime, cultural organisations, procurement, governance and compliance.
Tax strategy, planning, litigation, valuations, corporate transactions, compliance and sustainability.
International trade and cross-border legal assistance
Comprehensive legal support for selling, purchasing, investing and managing commercial relationships across borders.
Francesca Falbo and Stefano Manara advise Italian and foreign businesses on structuring, negotiating, performing and resolving difficulties in international commercial relationships. Their work starts with the business model and translates objectives, operational flows and risks into effective contracts, coordinating local professionals, tax specialists and advisors where necessary.
Their advice covers the choice of governing law and forum, payment and guarantee arrangements, protection of know-how, supply chain management, entry into new markets and dispute prevention. When difficulties arise, the team handles negotiations, arbitration, litigation and cross-border debt recovery.
- International sales and purchases; general terms and conditions, orders and framework agreements.
- Agency, distribution, dealership, franchising and business referral agreements.
- Works and services contracts, subcontracting, procurement and supply chain agreements.
- Joint ventures, partnerships, cooperation agreements and partner searches.
- Licensing, trade marks, software, technology and know-how transfers.
- Incoterms, transport, logistics, insurance and allocation of risk.
- Establishment of companies, branches and other forms of presence abroad.
- Inbound investment in Italy and outbound investment in foreign markets
- Letters of credit and standby letters of credit.
- On-demand guarantees, performance bonds and advance payment bonds.
- Payment clauses, retention of title and contractual remedies.
- Pre-litigation strategies and settlement agreements.
- Domestic and international arbitration.
- Commercial litigation and coordination of foreign counsel.
- Recognition and enforcement of judgments and arbitral awards.
- Debt recovery within and outside the EU.
M&A and corporate transactions
From preparing the business to negotiation, closing and post-acquisition integration.
LBCT Nexus advises sellers, buyers, investors, shareholders and management on acquisitions, disposals, investments, joint ventures, reorganisations and generational succession. Francesca Falbo and Stefano Manara oversee the legal structure, negotiation and documentation; Tax, Business, employment and organisational expertise is integrated according to the needs of each transaction.
- Preparing businesses for a sale, the entry of investors or the acquisition of other businesses.
- Preliminary structural analysis, vendor readiness and data rooms.
- NDAs, term sheets, offers, letters of intent and exclusivity arrangements.
- Choosing between a share deal, asset deal, investment or joint venture.
- Legal, tax and financial structuring.
- Business plans, financial sustainability and sources of funding.
- Corporate, contractual, regulatory, IP and litigation due diligence.
- Tax, accounting, financial, operational and employment due diligence.
- Share purchase agreements, asset purchase agreements and investment agreements.
- Shareholders’ agreements, governance, reserved matters, deadlock and exit.
- Price, adjustments, earn-outs, escrow arrangements, warranties and indemnities.
- Signing, conditions precedent, closing and post-closing formalities.
- Continuity of contracts, distribution networks and supply chains.
- Integration planning and post-acquisition monitoring.
Corporate law and corporate governance
Corporate structures and governance rules aligned with ownership, development and shareholder relationships.
We advise companies, shareholders, directors and investors on establishing, organising and reorganising businesses in Italy and abroad.
- Company incorporation and choice of structure.
- Articles of association and shareholders’ agreements.
- Governance, delegated authorities, powers and reserved matters.
- Shareholder relationships, minority rights, deadlock and exit.
- Joint ventures and investment agreements.
- Corporate reorganisations and generational succession.
- Legal opinions and advice to corporate bodies.
Litigation, arbitration and debt recovery
Litigation and negotiation strategy, in Italy and in cross-border disputes.
Litigation and negotiation strategy, in Italy and in cross-border disputes.
- Negotiations and pre-litigation strategies.
- Civil, commercial and corporate litigation.
- Ad hoc and institutional arbitration.
- International disputes and coordination of local counsel.
- Settlement agreements and repayment plans.
- Debt recovery, payment order proceedings and enforcement.
- Recognition and enforcement of judgments and arbitral awards.
Employment law for businesses
Ongoing support for employment relationships and organisational change.
We advise businesses and management on individual and collective employment matters, reorganisations, corporate transactions and litigation.
- Employment contracts, senior executives and management.
- Policies, internal regulations and disciplinary procedures.
- Individual and collective dismissals.
- Reorganisations, transfers and changes in duties.
- International mobility, secondments and business travel.
- Employee welfare schemes, bargaining and trade union relations.
- Employment and social security litigation.
- Employment due diligence and post-acquisition integration.
Intellectual property, technology and know-how
Protecting and transferring intangible assets in commercial relationships and corporate transactions.
We advise businesses and institutions on legal arrangements for trade marks, creative works, software, technology, data and confidential knowledge.
- Trade mark, software, technology and know-how licensing.
- Development, research and technology transfer agreements.
- NDAs and trade secret protection.
- Copyright, images and creative works.
- IP due diligence in M&A transactions.
- Intellectual property in the cultural heritage sector.
Strategy, finance and business transformation
Supporting owners, boards of directors and management through growth, reorganisation and turnaround.
Our Business practice turns objectives into plans, figures, processes, systems and responsibilities. Engagements may involve advisory services, interim management or fractional management.
- Strategic, business and financial planning.
- Management control and CFO advisory.
- Profitability analysis by business unit, channel and retail outlet.
- Performance improvement and variance monitoring.
- Financial planning, treasury and working capital.
- Relations with banks, investors and financial stakeholders.
- Designing and monitoring covenants.
- Debt sustainability assessment.
- Business intelligence, KPIs and reporting.
- Business organisation and process redesign.
- Selection and implementation of ERP, BI and control systems.
- Interim and fractional management.
- Preparing businesses for M&A transactions.
- Financial and operational due diligence.
- Post-acquisition integration.
Business distress, restructuring and turnaround
Three distinct, coordinated areas of expertise addressing legal, tax, financial and operational issues.
In periods of financial pressure, we develop a shared understanding of liquidity, debt, contracts, taxation, workforce matters, performance and the available options.
- Insolvency proceedings.
- Formal agreements and negotiations.
- Creditor protection.
- Legal aspects of negotiated business crisis resolution.
- Analysis of accounting data.
- Financial statements and statements of financial position.
- Tax matters.
- Independent expert attestations and activities reserved to qualified professionals, where permitted.
- Cash flow and treasury.
- Business plans and KPIs.
- Reducing working capital requirements.
- Debt sustainability and restructuring.
- Operational reorganisation.
- Plan implementation and monitoring.
Cultural heritage, art and cultural organisations
A specialist practice combining law, organisation, governance and institutional relations.
Culture is more than a general reference to the network’s values. It is a practice dedicated to cultural heritage and to organisations working in conservation, restoration, art, research, education and the enhancement of cultural heritage.
- Cultural heritage law and heritage protection.
- Conservation and restoration.
- Legal management of restoration projects.
- Contracts in the cultural sector.
- Relations with the Ministry of Culture, heritage authorities (Soprintendenze) and universities.
- Digitisation of cultural heritage.
- Domestic and international movement of works of art.
- Loans, transport and handling, insurance and condition reports.
- Due diligence, provenance and ownership of works of art.
- Illicit trafficking and offences against cultural heritage.
- Intellectual property and image use.
- Enhancing the value of collections and art-related contracts.
Foundations, cultural organisations and public procurement
Governance, contracts and processes for public bodies, foundations, museums, cultural institutions and businesses.
Our advice covers organisational structures, institutional relations and the entire procurement lifecycle.
- Governance of foundations, entities with public-sector participation and cultural institutions.
- Tender notices, tender rules and specifications.
- Framework agreements, cooperation agreements and public contracts.
- Support for the Italian public procurement project officer (RUP) and tender evaluation committees.
- Competitive public procurement procedures.
- Award of services, works and supply contracts.
- Public-private partnerships.
- Relations with ministries, heritage authorities (Soprintendenze), universities and public bodies.
- The third sector and relationships with private entities.
Governance, compliance and organisational systems
Compliance and organisation as tools for governance, control and development.
We design systems suited to the organisation’s size, activities, risks and objectives.
- Governance and business organisation.
- Organisational models under Italian Legislative Decree 231/2001.
- Privacy and organisational frameworks for data protection.
- Anti-corruption and transparency.
- Codes of ethics and control systems.
- Risk management.
- UNI/PdR 125 and Gender Equality Plans.
- Quality systems, UNI EN ISO 9000 and SA8000.
- Change management and organisational development.
Tax strategy, planning and tax litigation
Tax expertise and financial information to support business decisions.
The accountant and tax advisor contributes specialist expertise in taxation, valuations and financial governance. Accounting and compliance provide essential technical support, while the role extends beyond these activities.
- Domestic and international business taxation.
- Tax planning.
- Corporate transactions and reorganisations.
- Tax due diligence.
- Shareholder taxation and generational succession.
- Tax ruling applications, audits and assessments.
- Tax dispute prevention and settlement procedures, and tax litigation.
- Tax aspects of business distress and turnaround plans.
- Business and equity valuations.
- Economic analysis for acquisitions, disposals and reorganisations.
- Support for owners, corporate bodies and management.
- Financial statements and statements of financial position to support decision-making.
- Administrative, accounting and control frameworks.
- Tax and accounting due diligence.
Accounting and tax compliance
Reliable data, proper compliance and support for decision-making.
This practice oversees compliance obligations and the quality of accounting information, keeping them aligned with the client’s tax strategy, governance and transactions.
- Financial statements and accounting reports.
- Tax compliance and tax returns.
- Corporate compliance obligations.
- Administrative and accounting frameworks.
- Financial performance and balance sheet reporting.
- Accounting and tax support for corporate transactions.
- Accounting and tax support in business distress.
- Independent expert attestations and activities reserved to qualified professionals, where applicable.
Benefit corporations, ESG and sustainability
Financial, organisational, social and environmental sustainability integrated into governance systems.
We address sustainability where it has practical effects: articles of association and governance, taxation, planning, controls, processes, quality and reporting.
- Italian benefit corporations (società benefit) and common-benefit purposes.
- ESG governance and allocation of responsibilities.
- Indicators, control systems and reporting.
- Financial sustainability and business continuity.
- Integration of ESG objectives into planning.
- Coordination with compliance, quality, inclusion and gender equality.
Tell us about your objective or challenge. We will identify the expertise required and the professional who will coordinate the work.