Andrea Cesana

Our firm boasts extensive experience in corporate advisory and mergers and acquisitions, assisting national and international companies, private equity funds, venture capital firms, and complex corporate groups. We support clients through all phases of the transaction, from initial due diligence to agreement definition and closing, paying careful attention to legal, tax, and regulatory aspects, as well as potential antitrust implications.

Corporate law and governance: We assist administrative bodies in defining bylaws, shareholder agreements, and internal policies, analyzing decision-making dynamics and structuring efficient governance structures in compliance with best practices and regulatory requirements.

M&A and joint venture transactionsWe follow the entire process of extraordinary transactions, conducting due diligence and negotiating acquisition or merger agreements. We also assist in the creation of strategic joint ventures, defining control structures and exit clauses.

Private equity and venture capitalWe advise investment funds and start-ups, facilitating their entry and exit transactions, including corporate governance and minority interest protection issues. We work closely with tax professionals to optimize the transaction structure.

Corporate restructuringWe offer solutions for group reorganizations, the spin-off of business units, and the formation of special purpose vehicles, supporting the transition to more agile and competitive models.

Directors' liability regimeWe analyze directors' compliance with the duties of diligence, fairness, and loyalty, providing assistance both in the litigation prevention phase and during liability procedures for mismanagement.

Corporate litigationWe represent our clients in corporate disputes, both in arbitration and before the judicial authorities, addressing issues of invalidity of resolutions, abuse of majority, violations of shareholders' agreements, and conflicts between shareholders.