Michele Rizzo Law Firm offers legal assistance and advice to foreign small and medium-sized enterprises and large companies  which – on a stable or occasional basis – operate in the Italian territory or have business relations with Italian enterprises in the following sectors: import-export of goods, energy, public procurement and public utilities, construction and real estate and tourism.

Our Firm not only acts as the attorney of such companies in judicial proceedings before Italian administrative and civil courts (as well as before independent administrative authorities), but mainly as a legal consultant that assists and aids foreign businesses in the management of relations with the Italian counterparts (public sector bodies, customers, banks, credit institutions, agents and other businesses).

In particular, the Firm offers legal support to businesses both with reference to a specific transaction and in relation to the ordinary management of business activities, by means of:

• direct representation of the company itself before its Italian public and private counterparts;
• preparation of legal opinions; as well as
• drafting and negotiation of the company’s contracts and of the applications to be submitted to the Italian public sector bodies.

The legal services above are offered not only to foreign small and medium-sized companies that cannot bear the economic burden of having their own legal department within their own organization, or, more simply, prefer to outsource at least part of their legal activity in order to concentrate on their core business, but also to large foreign enterprises that, for certain types of business to be developed in Italy or with Italian counterparts, decide to avail themselves of the advice of an expert and competent Italian corporate legal advisor, available and reliable, attentive to the evolution of the regulatory framework and the economic context in which they operate.

In the following paragraphs, we will take a look at how the Firm specifically provides legal support to foreign enterprises on matters in the field of:

• Business Law;
• Italian Administrative Law;
• Real Estate Law.

Legal services offered to foreign companies on Business Law matters.

The Firm assists foreign companies that – on a stable or occasional basis – operate in the Italian territory or have commercial relations with Italian companies both in the daily management of company life and in the process of the company’s growth in the Italian market.

In particular, the Law Firm offers assistance and advice for the ordinary management of the company by means of the following legal services:

• drafting and negotiation of contracts with Italian enterprises and with all the other Italian counterparts (e.g. clients, banks, agents, public sector bodies);
• legal aid and advice on the daily management of the company’s relations with the Italian administrative authorities, with banks, clients and with its Italian business partners. In the context of this activity, legal support is also provided for the recovery of debts owed to the company from clients and other Italian companies, but also from the Italian public Authorities;

• legal support on Italian commercial and company law matters, also with reference to the secretary activity of companies with registered offices in Italy and to the obligations falling within the competence of the aforementioned companies;
• update on new Italian sector-specific regulations applicable to the company and assistance in identifying and implementing any measures to be adopted in order to adapt to them;
• legal assistance and advice regarding unfair competition and unfair commercial practices;
• legal assistance and advice regarding the Italian legislation on consumer protection;
• legal support for the acquisition (or cession) and management of real estate properties used for the exercise of entrepreneurial activity in Italy, as will be seen in further detail below.

Furthermore, the Law firm can make an important contribution to foreign companies in the international development phase:

• by providing legal assistance and advice in identifying the methods for carrying out extraordinary corporate transactions with Italian companies (e.g. transfers of business units and contribution of the same to companies, mergers) and their subsequent implementation. In the event of the implementation of corporate transactions involving large companies, the Firm avails itself of the support of other professionals acting under the direction and responsibility of Michele Rizzo. In the framework of this activity and especially in the context of acquisition transactions, the Firm is able to perform legal due diligence activities only on Italian law matters (with the exception of the following aspects: labour law and trade union relations, health and safety of workers in the workplace; intellectual and industrial property; tax law) also in favor of the vendor (the so-called vendor due diligence). The services provided by the Firm in the preliminary stages of legal due diligence also include the assistance in (i) the definition of the scope of the due diligence activity, (ii) the preparation of the Due diligence check-list, as well as (iii) setting up the Data Room and selecting the documentation to be included;

• by providing legal assistance and advice in the drafting and negotiation of agreements with other Italian business partners, such as: contracts for the establishment of business networks, consortia and joint ventures.

Legal services provided to foreign companies on Italian Administrative Law matters.

In the field of Italian Administrative Law, the Firm offers foreign companies legal assistance and advice both in legal proceedings (that is before the Italian ordinary and administrative judicial authorities, such as ordinary courts, justices of the peace, the TAR [Regional Administrative Court]), and in the out-of-court processes on matters regarding:

• silence or delay of the Italian Public Authorities in adopting administrative measures and in the compensation of damages caused by the unlawful conduct of the entities;
• access to acts and regulations on transparency within Italian public authorities;
• administrative internal review procedures and in particular annulment  of administrative acts. For example, in the event that an Italian public entity notifies its intention to annul an administrative measure which is favorable to the foreign company (e.g. the measure by which the same entity had previously awarded it a public contract or the measure by which it granted the private individual the right to exploit a beach on an exclusive economic basis), the Firm aids the company in verifying the existence of the conditions that justify such annulment and in negotiating the economic compensation that the Italian public authorities will have to pay it as compensation for the damage suffered;
• public contracts and public concessions for works, services and goods awarded by Italian public entities.

In particular, the Firm aids foreign (individual or combined) enterprises in the award and performance of the public contracts stage – including public-private partnerships- and in any contentious phase.

In the phase of awarding public contracts, for instance, the Firm aids economic operators in the preparation of their economic offer (more specifically, in the preparation of administrative documentation).

Following the award of the contract, on the other hand, foreign enterprises are offered legal support for the management of relations with the officials of the public entity contractor – the sole responsible for the procedure and the director of the works (or the director of execution, in the case of the provision of services) – in charge of administrative, technical and accounting control activities on the full performance of the contract by the economic operator, but also with the subcontractors. During the performance, moreover, legal support is provided also in relation to any variants.

Finally, the Firm aids foreign enterprises in proceedings before the National Anti-Corruption Authority (ANAC), such as those initiated by the authority following the submission of an application for a pre-litigation opinion or for the imposition of a penalty against the enterprise;

• services of general economic interests– such as waste and public green areas; water services (aqueduct, sewerage and water purification); electricity and gas distribution, district heating and management of municipal car parks – and companies owned by Italian public entities. In this sector, the Firm offers legal aid and advice to foreign enterprises in relation to the assignment of the management of a local public service in Italian territory and in the negotiation and preparation of the related service contracts. Similarly, foreign operators in the public utilities sector are also supported in their relations with the Italian Regulatory Authority for Energy, Grids and Environment (ARERA) and in the procedures it manages;
• public goods owned by the Italian State and other public entities. In particular, the Firm provides its legal services to foreign enterprises in the tourism accommodation sector that intend to obtain or renew concessions for the use of goods in the Italian maritime state property (beaches, shorelines, lake shores and ports).

Foreign enterprises operating in the construction sector, local public network services and telecommunications, on the other hand, are supported with issues regarding the Italian regulation of concessions for the occupation of public land/subsoil and for the crossing of roads, motorways and railways;

• Energy Law, in the field of which, for instance, the Firm offers legal support in the procedures for granting authorization for the construction and management of conventional and renewable energy plants in the Italian territory (e.g. photovoltaic, wind, biomass geothermal), but also in the administrative procedures managed by Italian energy authorities (ARERA, the Energy Services Manager – GSE – -and the Ministry for Economic Developmen.

In this regard, we would like to point out that the Firm aids operators in the energy sector regarding administrative procedures for obtaining, transferring and renewing the authorization for the exploitation of quarries, but also for mining rights (e.g. exploration permits and hydrocarbon production concessions).

Foreign enterprises in the energy sector– like all the Firm’s client companies– are also supported in the negotiation and drafting of contracts for carrying out their activities. For example, the Energy Saving Companies (the so-called ESCo) are assisted in the context of energy performance contracts;

• Environmental Law, practice in which the Firm aids foreign companies in environmental clean-up, environmental impact assessments (EIAs) and environmental authorizations, such as the Single Environmental Authorization (SIA), the Integrated Environmental Authorization (IEA) and wastewater authorizations;
• certified notice of commencement of activity (SCIA) and authorizations to carry out economic activities (e.g. commercial, industries, accommodation facilities, fuel distributors, social welfare facilities and trade fairs);
• calls for tenders and open competitions issued by Italian public sector bodies and the European Union. In this sector, the Firm assists foreign enterprises in the preparation of claims for the allocation of funding, grants and subsidies and in the management of the relevant administrative procedures;
• hygiene and health legislation, including procedures for the accreditation of health facilities;
• Italian anti-mafia and anti-bribery law;
• conventions, agreements and arrangements between public and private entities.

Legal services offered to foreign companies on Real Estate Law matters.

The Firm provides foreign companies that operate on a permanent basis in Italy (or intend to operate on a permanent basis) with a wide range of legal aid and consultancy services on aspects of Real Estate Law, both in and out of court.

Part of these services are of interest only to economic operators in the real estate & construction sector (click here to view the complete list of these services); others, however, are intended for all foreign enterprises, regardless of their size or the economic sector to which they belong.

The reference is in particular to services of legal assistance and consultancy provided to foreign enterprises on matters relating to  real estate which are instrumental to the exercise of business activity in Italy, such as: the applicable urban planning and building regulations, contracts for the acquisition of the availability of such real estate and contracts for their management.

In particular, the legal support of the Firm takes the form of:

• identifying the applicable urban and building regulations and the building permits necessary for the new construction, restructuring and restoration/conservation of individual buildings or real estate complexes intended to house the company’s activities (click here to learn more about the legal services offered by the Firm in relation to urban and building law matters );
• structuring and carrying out transactions related to the acquisition and sale of real estate, including the financing of such transactions. These activities also include the performance of urban/construction and environmental due diligence on the target assets;
• drafting and negotiating contracts relating to the transfer of ownership or other rights to immovable property, such as:

– contracts for sale of real estate asset or contracts for the sale of shares in real estate companies;

– lease contracts of buildings for non-residential use;

• drafting and negotiating contracts with banks and leasing companies for the financing of real estate transactions, such as – by way of example – land loan contracts, mortgage loans and real estate leasing contracts.

From another point of view, however, it is of potential interest for all enterprises the legal support that the Firm offers regarding:

• contracts related to the management of company property – such as, property management and facility management contracts – and legal advice in the performance of the same contracts;
• contracts, funding and facilitations for seismic upgrading interventions and for increasing the energy efficiency of buildings.