Insights
Notes from the Firm
and regulatory updates.
Reflections, analysis and updates for those who run a business and want to understand the legal framework they operate in.
Analysis
13 November 2026
Abuse of law in M&A transactions
MLBOs, leveraged cash-outs, registration tax and VAT on transaction costs: what changed between 2025 and 2026.
Analysis
9 November 2026
Pre-contractual liability in M&A transactions
From the letter of intent to signing: when breaking off negotiations or withholding information gives rise to liability.
Analysis
8 November 2026
MAC clauses in M&A transactions
How to define a material adverse change between signing and closing, and why the precise wording matters.
Regulatory update
8 November 2026
The security package in structured finance
Pledges, mortgages, assignments of receivables and personal guarantees: how to build a balanced security package.
Analysis
4 November 2026
The contract is signed in Milan, but the deal is decided in Brussels
Golden power, foreign subsidies and a new kind of due diligence: why the European regulatory perimeter belongs at the table from day one.
Analysis
21 October 2026
Shareholders' agreements: what to provide for before you need it
Lock-up, pre-emption, drag-along and tag-along: the clauses worth discussing while relations between shareholders are still good.