Curtis Milan has been a pioneer in representing foreign corporations doing business in Italy and Italian corporations doing business abroad. Our corporate practice includes mergers and acquisitions, finance and international tax. Consistent with Curtis’ international orientation, our arbitration, litigation and insolvency practices include the representation of clients in proceedings both in Italy and abroad. Our attorneys are multilingual and have extensive experience in the negotiation and drafting of documents in English and Italian. We work closely with Curtis’ offices worldwide and practice law in the following areas:

Servicing Affiliates of Foreign Corporations in Italy

Curtis Milan’s practice has long included the formation of Italian subsidiaries of foreign corporations and the subsequent compliance by such subsidiaries with applicable Italian corporate and other regulations. Our practice extends to those legal areas ancillary to the establishment and maintenance of subsidiaries in Italy, including employee compensation and benefits, real estate purchases and leases, environmental compliance, regulatory compliance, tax and intellectual property matters.

Mergers and Acquisitions, Joint Ventures and Commercial Contracts

Curtis Milan has extensive experience in cross-border mergers and acquisitions and negotiating transnational joint ventures. Our corporate experience includes the negotiating and drafting, both in English and in Italian, of stock purchase agreements, asset acquisitions and dispositions, shareholder agreements, joint venture agreements, technology transfers, patent, know-how, copyright and trademark licenses, software licenses, franchise agreements, distribution agreements, sales representative agreements and commercial sales contracts.

Capital Markets and Securities

Curtis Milan advises issuers and underwriters of securities in Italy. Our attorneys advise issuers in connection with initial public offerings on the Milan stock exchange and the Nuovo Mercato. We also advise issuers in connection with Italian bonds and Eurobonds. Curtis Milan attorneys advise clients on Italian securities law compliance and cooperate with Curtis’ other offices with respect to the registration abroad of securities issued by Italian companies

Banking and Broker-Dealer Practices

Curtis Milan represents Italian banks, foreign banks operating in Italy and broker-dealers. We represent banks in loan transactions, including foreign banks securing loans with intangible and tangible assets in Italy. Curtis Milan has extensive experience representing banks in the restructuring of corporate debt. We are also experienced in project finance transactions, export finance, and the negotiating and drafting of letters of credit and bank guarantees. Our banking and broker-dealer practices include the formation and maintenance of banks and broker-dealers and advising clients regarding compliance matters, including compliance with European and Italian money laundering regulations.

Tax

Curtis Milan counsels clients with respect to tax planning for cross-border and domestic mergers and acquisitions, corporate restructurings, joint ventures, foundations, intellectual property licenses and equipment leases. Tax planning takes into consideration Italian and European Union tax laws and regulations, including rules on controlled foreign corporations, transfer pricing and valued added taxes. Curtis Milan also takes into account applicable principles under international tax treaties to which Italy is a party. Our attorneys seek tax rulings on behalf of clients and represent clients in audits and disputes before Italian tax and customs authorities. Curtis Milan also advises clients on Italian currency exchange regulations.

European Union Law

Curtis Milan advises clients on European Union Law issues in transactional, regulatory and litigation contexts. Our attorneys counsel clients on European Union antitrust rules relating to mergers and acquisitions and distribution relationships, make filings with the Commission of the European Union, and appear before the European Tribunal of First Instance and the European Court of Justice. A partner of Curtis Milan is a Professor of European Union Law at the University of Milan and is experienced in a wide range of European Union Law matters, including infrastructure and public projects, state aid and the European Union regulations relating to the energy and telecommunications sectors.

Infrastructure and Public Projects

Curtis Milan represents private parties that bid for and are awarded contracts for infrastructure and other projects, including projects funded by the Italian government or by the European Union. Such representation has included electric power projects, co-generation plants, water purification projects and tunnels. We advise clients on the bidding process, the negotiation of project contracts, and on compliance matters during the performance of the project contracts. Curtis Milan also represents clients in disputes regarding such projects, whether before arbitral bodies, Italian courts, the European Court of First Instance or the European Court of Justice.

Arbitration and Litigation

Our attorneys represent clients in arbitrations and are called upon to act as arbitrators in Italy and abroad. Curtis Milan attorneys conduct arbitrations under the rules of numerous arbitral bodies, including the arbitration rules of the International Chamber of Commerce and of the International Section of the Milan Chamber of Commerce. We regularly represent clients in litigations throughout Italy and are qualified to practice before Italian trial courts, labor courts, administrative agencies, appellate courts, and the Italian Court of Cassation. We also represent clients before the European Court of First Instance, the European Court of Justice, and the European Court of Human Rights.

We have particular arbitration and litigation experience in matters relating to the liability of directors, officers and professionals under Italian law and in shareholder disputes. Curtis Milan also has broad experience in contract matters, including arbitrations and litigations arising from the termination of distributor, sales representative and employment agreements, as well as in disputes regarding infrastructure and other public projects, intellectual property and trade secret disputes, fine art export matters, international treaty interpretation cases, foreign sovereign immunity issues, unfair competition and antitrust matters, real estate litigations, product liability actions, insurance issues, and family law matters.

Insolvency

Curtis Milan represents creditors, debtors and trustees in insolvency proceedings, including proceedings involving assets in foreign jurisdictions. Our attorneys also act as trustees in Italian insolvency proceedings. Curtis Milan has extensive experience restructuring companies and corporate debt in an insolvency context. We also represents buyers and sellers of distressed businesses.

Employment and Labor

Curtis Milan represents businesses and individuals regarding Italian employment and labor law matters. We advise clients in connection with the negotiating and drafting of management-level employment agreements as well as compliance with Italian employment laws, regulations and collective bargaining agreements. Curtis Milan has substantial experience regarding reductions-in-force and plant closings under Italian laws and regulations. We also represent businesses in employment disputes before the Italian labor courts.

Intellectual Property

Curtis Milan represents clients in a wide range of intellectual property matters. We have particular experience negotiating and drafting intellectual property license agreements, acquiring and selling businesses whose primary assets consist of intellectual property, and securing finance transactions with intellectual property registered in Italy. Curtis Milan also represents clients in litigations in Italy regarding the infringement of trademarks, copyrights and patents. Our attorneys act as Italian counsel in multijurisdictional intellectual property disputes and are experienced in coordinating our Italian litigation strategies with those of co-counsel in other countries.

Foundations

Curtis Milan represents several foundations, including bank and family foundations operating in Italy and abroad. We form foundations under the Italian not-for-profit laws and advise them on legal and tax compliance matters.

Private Clients

Curtis Milan counsels private clients requiring international legal assistance. Our experience includes private banking, international estate planning and administration, international family law matters, executive compensation and severance, and immigration and nationality matters.

Professional Backgrounds

Curtis’ Italian practice group comprises Italian and foreign-trained attorneys, based in Europe and North America, who have extensive experience in structuring complex transactions and representing clients in arbitrations and litigations involving different legal systems and languages.

Curtis Milan attorneys are members of the Italian, New York, Washington, D.C. and Ohio bars. The office’s attorneys have law degrees and work experience in Italy, elsewhere in Europe and in the United States.

Professorships

Two members of Curtis Milan are Professors of Corporate Law and of European Union Law at the University of Milan. One member is an Associate Professor of International Law at the University of Como and two senior associates are Teaching Assistants in Civil Law and Civil Procedure, respectively at the University of Como and of Milan. The attorneys of the Italian practice group frequently speak and write on Italian and international legal matters.

Community Involvement

Members of Curtis Milan have been officers and directors of the American Chamber of Commerce in Italy, the Norwegian Chamber of Commerce in Italy, and the Union of Foreign Chambers of Commerce in Italy. Curtis Milan has also acted as honorary counsel for the United States Consulate General in Milan, the Norwegian Consulate in Milan, the United States Trade Center, and the American Schools of Milan and Florence. Our attorneys are officers of, and act as counsel for, several not-for-profit organizations. A member of Curtis Milan prosecutes violations of the rules of the Italian Professional Golf Association.