Publications

Author: Matteo Bignami

This ebook has the ambition to be a useful tool, for daily use, for all legal operators who, in the course of their professional activity, have to deal with the problems related to the complex procedure of the business transfer agreement.

After a short introduction in which we will try to represent the main positions developed under the case law and the scholars with regard to the legal concept of a company, we will analyse all pre-contractual phases that ought to be followed before entering into the agreements.

To this end, suggestions will be provided for the drafting of the letter of intent, and the connected risks; the nature and characteristics of the non-disclosure agreements and their importance will be described in order to keep and avoid the dissemination of confidential information and documents to third parties; the “due diligence” operation will be analysed, as well, along with the contents and the individual procedures connected therewith.

This will lead to the analysis of the preliminary and final agreement for the transfer of business and the review, in particular, of some of their main clauses.

It is our wish and ambition, therefore, that this work can be used both by beginners and by experts, who already know the subject but simply want to have a tool supple in size and practical in use.

The e-book contains some standard forms of the discussed documents and a full appendix is available, which contains a good collection of judgments pertaining to the matters covered in it.