Legal

International commerce, contracts, and arbitrations have been playing an increasingly significant role in today’s economic scenario.

Our "International Commerce, Contracts, and Arbitration" team provides the following services:

Advice on contract law:  assistance in anticipating legal and juridical results or consequences, as well as the validity and effectiveness connected to the various commercial and business initiatives:

• drawing up of ad hoc opinions with regard to specific legal subject-matters;
• drafting of opinions on compatibility.

Assistance in negotiating commercial agreements: preliminary study and analysis of the various contractual options and conditions to optimize the costs/benefits ratio and to identify – in advance – any critical aspects that might derive from any given commercial transaction:

• preparation of all required documentation on the basis of rules currently in force;
• drawing up of all preliminary and pre-contractual documentation for the purpose of concluding final agreements (term sheets, letters of intents, comfort letters, etc.).

Due diligence:  analysis and investigation activities to assess the company’s value and conditions with the aim to make focused investments such to avoid potential harmful effects by identifying any possible risk areas and/or any latent critical aspects:

• carrying out of due diligence and drafting of reports on the various legal/juridical aspects connected to the operation;
• preparation of the final report on specific operations.

Assistance in the drafting of commercial agreements: the purpose of these activities is to analyze and identify the client’s effective needs by producing bespoke contractual wording calibrated to the relevant business (model agreement) or to the single transactions:

• drafting of ad hoc agreements;
• drafting of model agreements and general contractual conditions on the basis of the client’s specific business needs.

Assistance in and management of conflicts connected to agreement performance: these activities are linked to the handling of litigation matters with particular focus on ADR (i.e., alternative dispute resolution) methods for controversies that do not involve traditional jurisdictional bodies and that ensure a prompter and more reserved resolution of any conflicts that might have arisen:

• management of the conciliatory phase aimed at reducing any consequences that might have ensued from non-compliance such to avoid litigation;
• drafting of defense deeds connected to the agreement.

Labor law plays a pivotal role in the context of corporate dynamics. Being aware of the importance represented by a company’s human capital – while succeeding in managing the rather delicate balance of the multiple and intricate relationships established at the various hierarchical corporate levels – is crucial.
Our "Industrial Relations and Labor Law" team is in charge of:

Legal opinions: this activity is aimed at emphasizing any results and/or consequences in view of labor laws in force, as well as the validity and effectiveness of any commercial or business initiatives:

• drafting of ad hoc opinions on specific law topics that are applicable to employment relationships;
• assessment of the issues involved in the management of employment relationships for personnel secondment;
• compatibility studies based on a comparison of Italian labor laws and foreign institutions.

Assistance with regard to employment agreements ex labor laws:  in-depth study and analysis of current employment agreements, also by means of due diligence sector activities, having the purpose of highlight ing any risks that might derive from management of employment relationships:

• analysis, drawing up, and/or revision of labor law forms;
• drafting and revision of contractual models as well as of contractual clauses for all types of working relations (independent, insourcing, and dependent);
• drafting and revision of clauses as well as of contractual models in relation to the management of employment relations of personnel to be seconded;
• drafting and revision of any contractual forms required for the handling in Italy of all immigration formalities involving highly specialized executives as well as for all other cases set forth under Article 27 of the Italian Immigration Code.

Assistance in the management of arising conflicts in employment relations: our activities cover judicial and extrajudicial litigation cases as well as arbitration, where possible, in the labor law sector as follows:

• management of the conciliatory/arbitration phase;
• drafting of defense Deeds;
• management of the various phases of litigation proceedings before the Courts.

In the area of Administrative Law, our teams can provide you with legal advice on:

• constant assistance in all facets of Administrative Law
• assistance regarding tenders, administrative licenses, relationship with public authorities and bodies
• assistance for a pre-determined project or a particular transaction
• legal opinions

Legal developments occurring within the EU and the international community play a pivotal role in the restructuring strategies of multinational enterprises, and Crowe Valente and its affiliated companies have been paving the way for guidelines, positions, and principles impacting strategic and entrepreneurial group policies. Crowe Valente’s international tax team is made up of specialised professionals that actively cooperate with tax experts in worldwide jurisdictions. This team also provides assistance to governmental authorities in negotiations of bilateral and multilateral agreements between/among States and between/among States and supranational institutions. 

Our team renders consultancy services and professional assistance on EU and international tax issues involving multinational enterprises and corporate groups on the following aspects:

• restrictions, advantages, application scope of Double Tax Treaties;
• implications linked to the existence and the application of bilateral or multilateral treaties regarding information exchange matters;
• application of EU provisions regulating cross-border income flows;
• analysis and further investigation of tax variables impacting strategic and business choices of multinational groups;
• assistance and support in foreign expansion procedures (incorporation of subsidiaries and holding companies, opening of new representative offices, etc.);
• consultancy and assistance on tax issues regarding foreign permanent establishments of Italian companies as well as Italian permanent establishments of foreign companies;
• analysis and exploration of tax issues and relevant implications relating to extraordinary cross-border operations within an EU and an extra-EU framework (i.e., mergers, de-mergers, corporate contributions, participations exchange, etc.);
• analysis and in-depth investigation of the various issues pertaining to corporate residence, in the light of domestic and treaty provisions as well as any applicable EU principles;
• analysis and in-depth examination of EU and non-EU VAT aspects.

Our “Criminal Tax” team, headed by Professor and Criminal Tax Attorney, Ivo Caraccioli, provides consultancy services and assistance on criminal tax issues involving the management of multinational enterprises. Our team renders consultancy services and supports the client in appearances before all Court levels and before the General Attorney’s Office of the Republic, including but not limited to the following issues:

• violations ex Legislative Decree No. 74/2000;
• tax violations not specifically regulated ex Legislative Decree No. 74/2000;
• transfer pricing violations;
• offences relating to incomes produced by “hidden” permanent establishments;
• crimes linked to incomes produced by companies with a so-called “fictitious residence”;
• all criminal tax evasion and tax fraud cases.

Crowe Valente “Criminal Tax" team provides consultancy, assistance, and representation services, supporting the client since the initial phases of a tax audit, at which time evaluations regarding the existence of any avoidance/evasion phenomena are particularly crucial and, especially with regard to transfer pricing, are subject to a high level of discretionary judgment.