In M&A transactions, the realization of value occurs predominantly in the post-closing phase, when the integrating entities converge operationally.
This article examines five critical priorities for leaders to ensure the effective design of the operating model, balancing strategic objectives, operational continuity, and compliance obligations.
For decades, companies have built linear supply chains optimized for cost and speed. Today, the landscape has changed dramatically. Geopolitical volatility, great power tensions, regulatory constraints, and climate-related risks make every link in the chain a potential point of failure.
The implementation process of the Corporate Sustainability Reporting Directive (CSRD) has reached a decisive institutional milestone. With the public consultations formally closed on June 3, 2026, the European Union has launched a major rationalization of its ESG regulatory framework.
As October 2026 approaches, the census and regulatory support phase conducted by the National Cybersecurity Agency (ACN) comes to a close. From this moment on, the Authority will formally activate its ex-ante and ex-post sweeping inspection powers over more than 20,000 Italian organizations falling within the scope of Legislative Decree 138/2024.
The evolution of climate litigation is driving a shift in the parameters used to evaluate the conduct of directors and officers. While climate change was previously perceived as an ethical or reputational externality, it is now configured as a "foreseeable" and, therefore, actionable legal risk.
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In 2025, global investments in the energy transition reached a record $2.3 trillion, marking an 8% increase compared to the previous year. Despite this acceleration, the path toward the net-zero target is estimated to require approximately $30 trillion in additional capital, encompassing corporate investments and infrastructure, to decarbonize the eight high-emitting industrial sectors that alone generate 40% of global greenhouse gas emissions by 2050.
Milano, 5 agosto 2026 – van Berings ha assistito Gama Service e Otto nella cessione dell’intero capitale sociale delle società al search fund Aeqor.
Climate litigation has matured into a systemic business risk with direct implications for corporate strategy, governance, capital allocation, and market access. Companies are now expected to take responsibility for their emissions, environmental impacts, and climate risks, moving beyond direct operations to encompass the entire asset lifecycle and the broader value chain.
L’entrata in vigore della Legge 17 marzo 2026 n. 40 completa il quadro di rilancio della competitività del sistema dell’arte italiano. Questo processo, avviato nel luglio 2025 con l’introduzione dell’aliquota IVA ridotta al 5% sulle cessioni di opere d’arte, trova oggi nella riforma del Codice dei Beni Culturali (D.Lgs. 42/2004) lo strumento per abbattere le barriere burocratiche alla circolazione degli asset culturali.
The European Parliament's recent draft report on the revision of the SFDR outlines the future regulatory framework for sustainable finance (SFDR 2.0). The draft proposes a strategic rebalancing of the European Commission’s initial proposal, aiming to strengthen the effectiveness of the regulatory framework while reducing the administrative burden on market participants.
Between May 6 and 7, 2026, the European Parliament and the Council of the EU reached a provisional political agreement on the Digital Omnibus AI legislative package.
In the context of evolving climate-related regulations, compliance with international accounting standards assumes relevance far beyond technical-financial boundaries. The IFRS Accounting Standards represent legal obligations, whose breach can generate significant consequences for companies, their management bodies, and reporting process participants.
Con l’ordinanza in commento, la Corte di Cassazione interviene nuovamente in materia di responsabilità per danno da prodotto difettoso, offrendo un’interpretazione conforme al diritto dell’Unione Europea della nozione di “produttore” di cui alla Direttiva 85/374/CEE, recepita nell’ordinamento interno dapprima con il D.P.R. n. 224/1988 e successivamente confluita negli artt. 114 ss. del Codice del Consumo.
The life sciences sector is experiencing renewed momentum in M&A activity. After years marked by regulatory uncertainty, geopolitical tensions and market volatility, companies are increasingly viewing M&A as a tool to strengthen pipelines, accelerate innovation and reinforce their competitive positioning.
EU regulations DORA and NIS2 establish digital resilience as a mandatory requirement for enterprises operating in critical sectors, with administrative sanctions reaching up to €10 million or 2% of global annual turnover. Cybersecurity risks are inextricably linked with regulatory exposure: vulnerabilities within supply chains can trigger both operational disruptions and substantial financial penalties.
The recent resolution on “Copyright and Generative Artificial Intelligence – Opportunities and Challenges,” adopted by the European Parliament on March 10, 2026, marks a significant evolution in the coordination between the development of Generative Artificial Intelligence systems and the protection of intellectual property rights.
In recent years, and with clear acceleration in 2025, the international regulatory framework has been enriched by what are known as Transition Laws: climate regulations introduced to reduce greenhouse gas emissions and achieve the objectives of the Paris Agreement, imposing immediate accounting obligations under IFRS Accounting Standards.
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The EU Cyber Resilience Act (CRA, Regulation 2024/2847) entered into force on 10 December 2024 and represents one of the European Union’s most significant legislative initiatives aimed at ensuring the security of products with digital components.
Con l’ordinanza in commento, la Corte di Cassazione interviene nuovamente in materia di responsabilità per danno da prodotto difettoso, offrendo un’interpretazione conforme al diritto dell’Unione Europea della nozione di “produttore” di cui alla Direttiva 85/374/CEE, recepita nell’ordinamento interno dapprima con il D.P.R. n. 224/1988 e successivamente confluita negli artt. 114 ss. del Codice del Consumo.
NIS2 and DORA represent complementary pillars of the EU strategy for digital resilience, with a focus on supply chain and ICT risks. Effective respectively in 2023 and 2025, they require companies to adopt proactive measures to mitigate systemic vulnerabilities.
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On 24 December 2024, the European Union introduced the EU Design Act (EU 2024/2822) with the aim of modernizing the protection of designs, making it clearer, faster, and more uniform across the single market.
La riforma del Testo Unico della Finanza approvata con il decreto legislativo del 27 marzo 2026 e pubblicata il 14 aprile si presenta come un intervento di sistema, che non si limita a modificare singoli istituti, ma ridefinisce in modo organico il rapporto tra autonomia delle società, funzionamento del mercato e tutela degli investitori.
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Traditional due diligence focused primarily on mitigating legal and reputational risks. The modern approach demands an integrated vision that transforms the supply chain into a driver of sustainable value.
The DORA Regulation (EU 2022/2554) introduces a rigorous framework for managing ICT risks arising from the supply chain, involving both financial entities and their third-party providers. This regulation addresses the growing vulnerability of digital supply chains, ensuring operational resilience across the European financial sector.
Failure to properly account for climate impacts in corporate financial statements exposes businesses to severe consequences. In a context of heightened scrutiny understanding these implications is essential for boards of directors.
Supply chain due diligence has become an operational necessity, driven by increasingly stringent regulations such as the proposed EU Corporate Sustainability Due Diligence Directive.
In the life sciences sector, acquisitions are essential tools for driving innovation, expanding product portfolios, and entering new markets. However, the industry’s complex regulatory framework, the high failure rate of clinical trials, and the uncertainty of commercial success make these transactions particularly risky. To manage these challenges, companies increasingly rely on advanced legal strategies and sophisticated contractual structures.
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La Suprema Corte, con la pronuncia in epigrafe, interviene nel solco del dibattito interpretativo relativo all’art. 2476, comma 3, c.c., risolvendo la vexata quaestio circa la natura della revoca dell’amministratore per gravi irregolarità.
In a recent decision concerning product liability, the Italian Supreme Court (Civil Section II, 15 December 2025, No. 32673) clarified the circumstances in which a distributor may be treated as a “producer” under EU law, even where its name or trademark has not been physically affixed to the product.
Effective from January 16, 2023, DORA establishes uniform rules for managing risks related to information and communication technologies (ICT). In practice, it transforms operational resilience into a mandatory pillar for financial entities and their ICT supply chains.
In July 2025, the European Commission launched a public consultation to gather input on the forthcoming legislative proposal known as the Digital Fairness Act (DFA). The initiative aims to update and strengthen consumer protection in the evolving digital environment by addressing harmful and unfair commercial practices online.
The introduction of Italian Law No. 132/2025, which came into force on October 10, 2025, marks a turning point in the legal framework governing copyright protection for artistic works, particularly those created or assisted by AI.
Responsible supply chain management is rapidly becoming a binding regulatory obligation. A company’s supply chain significantly extends its sphere of influence beyond the boundaries of the organization itself, exposing it to external factors that may fall outside the control of internal policies.
Nowadays, companies that demonstrate integrity are better positioned to seize market opportunities, attract investment, and build lasting stakeholder trust. Corruption is now recognized as a strategic risk, with direct consequences on performance and reputation. That’s why leading organizations are moving beyond checkbox compliance, embracing transformational governance, a proactive leadership model that embeds ethical behavior across the entire ecosystem: internal teams, suppliers, partners, and clients.
van Berings con BAKEL nell’ingresso di Friulia SpA nel capitale della pmi innovativa attiva nel segmento cosmetico.
In the third quarter of 2025, the Italian M&A market experienced a moderate slowdown. Across Europe, the mergers, acquisitions, and private equity landscape is evolving within a framework of complex challenges and emerging opportunities. Investors and companies are increasingly focused on transactions that deliver lasting value, favoring sustainable and innovative business models.
In recent years, the growing focus on environmental sustainability has made it necessary to establish a more stringent regulatory framework to counteract greenwashing practices. EU Directive 2024/825 represents a fundamental step in this direction, introducing clear and binding principles to ensure transparency and truthfulness in environmental claims directed at consumers.
On October 10, 2025, the Italian Government submitted to Parliament for approval the draft legislative decree implementing Directive (EU) 2024/1226. Published on 29 April 2024, the Directive establishes common minimum rules requiring Member States to criminalise the violation of European Union restrictive measures adopted under the Common Foreign and Security Policy.
Supply chain due diligence has evolved from a voluntary best practice to a fundamental business requirement, driven by regulatory pressures, stakeholder expectations, and the imperative to manage complex operational risks.
Il 2024 si è confermato un anno di difficoltà per le operazioni di M&A nel settore vinicolo italiano. Nonostante il rallentamento, il comparto rimane strategico: l’Italia resta uno dei principali esportatori mondiali, e molte realtà guardano alle operazioni di M&A come leva per consolidarsi, innovare e mantenere la propria leadership sui mercati globali.
The AI Act is the first comprehensive European regulation dedicated to artificial intelligence. Officially published on 12 July 2024, it aims to ensure the safe, transparent, and responsible use of AI technologies by classifying systems according to their level of risk and setting specific obligations for providers, developers, and users.
September 12, 2025, marked an important date for the European data management landscape, as the EU Data Act came into full effect. This legislation is part of the EU’s strategy to promote a fairer, safer, and more innovative use of digital data generated by connected products and services.
In today's economic landscape, responsible supply chain management represents an imperative for companies across all sectors. The growing complexity of global supply chains, combined with the evolution of international regulatory frameworks, makes the implementation of structured due diligence systems indispensable.
The adoption of the EU Commission Guidelines on providers of General Purpose AI (GPAI) models marks a turning point for anyone developing, distributing, or customizing AI systems. With the obligations now in effect as of August 2, under the enforcement of the AI Act, companies and providers must adapt to a new regulatory landscape with clear responsibilities across the entire value chain.
L’attuazione di adeguati assetti organizzativi, amministrativi e contabili rappresenta oggi un passaggio imprescindibile per garantire la continuità aziendale e la tutela degli amministratori. Tuttavia, nonostante la rilevanza strategica, molte imprese incontrano ancora resistenze interne che ne rallentano l’introduzione.
La Riforma della Crisi d’Impresa ha profondamente ridefinito il ruolo e la responsabilità degli amministratori, attribuendo loro un obbligo diretto e personale nella gestione della crisi aziendale. Pur non essendo necessariamente titolari del capitale sociale, in caso di crisi o insolvenza, gli amministratori possono essere chiamati a rispondere patrimonialmente e personalmente per la mancata adozione di assetti organizzativi, amministrativi e contabili adeguati.
Nel contesto economico attuale, disporre di assetti organizzativi, amministrativi e contabili adeguati non è più solo una questione di conformità normativa: è diventato un fattore strategico per accedere al credito e sostenere lo sviluppo dell’impresa.
The increasingly interconnected global art market is subject to a complex regulatory landscape that governs the import and export of cultural property. The laws surrounding these movements not only address tax and customs aspects but also protect national cultural heritage, setting stringent criteria for the preservation and management of artworks. Understanding international regulations, as well as local specifics, is crucial to avoid issues related to sanctions, seizures, and the loss of value of artworks.
Regulation (EU) 2022/2560 on Foreign Subsidies (FSR) has reshaped cross-border M&A operations. Effective with notification obligations from October 12, 2023, the FSR introduces additional scrutiny of financial contributions from third countries to preserve a level playing field in the EU market. For companies engaged in cross-border M&A, understanding and managing the FSR is essential for strategic planning.
The art market has undergone a significant transformation, with artworks increasingly being used as financial assets. Institutional collectors, investment funds, and auction houses consider artworks as strategic portfolio diversification tools and collateral for bank loans. However, integrating art into the financial sector raises several legal implications that extend far beyond mere commercial transactions.
2025 is shaping up to be a pivotal year for the global M&A market, with signs of recovery after years of uncertainty and economic challenges. The obstacles that have hindered deals in recent years – particularly high interest rates and regulatory uncertainty – are finally easing, paving the way for significant growth.
In the art world, authenticity and provenance are crucial factors that impact not only the economic value of artworks but also buyers’ trust and the reputation of artists. In recent years, the art market has witnessed a significant increase in cases of forgery and artworks with uncertain provenance, raising complex legal issues.
In an increasingly digital and interconnected business landscape, cybersecurity has become a strategic priority for organizations worldwide. The growing sophistication of cyber threats, combined with stricter regulatory frameworks, has led companies to seek innovative solutions to protect their data and infrastructure. In this context, artificial intelligence is emerging as a transformative force, enabling businesses to strengthen their cybersecurity culture and enhance their defense capabilities proactively.
In the context of the art trade, Due Diligence plays a crucial role in protecting the interests of buyers, sellers, and industry players, including galleries, auction houses, and investment firms. In a complex and ever-evolving market, transparency and legal protection are essential to avoid risks related to counterfeit artworks, undocumented provenance, or legal issues. Due Diligence enables the parties involved in transactions to make informed decisions and minimize potential financial or reputational losses.
In an era of rapid digital transformation, businesses face increasingly complex technological risks that require structured governance and proactive legal strategies. Cybersecurity threats, regulatory compliance in data management, and the ethical and legal implications of artificial intelligence are among the most pressing challenges for companies operating in today’s global market.
Negli ultimi cinque anni, il settore vitivinicolo ha registrato un notevole incremento nelle operazioni di M&A, riflettendo una tendenza verso il consolidamento e la crescita dimensionale delle imprese. Questo fenomeno è guidato da diversi fattori strategici e di mercato che spingono le aziende a unirsi per affrontare le sfide globali.
Artificial Intelligence is rapidly changing the business landscape, bringing innovations across sectors ranging from manufacturing and distribution to human resource management and marketing. However, along with the benefits it brings, the adoption of AI raises critical legal issues, including data protection, regulatory compliance, and legal responsibilities related to the use of AI applications.
van Berings rinnova il proprio impegno con ICC Italia per il 2025. Crediamo fermamente che il nostro lavoro contribuisca a creare valore non solo per la comunità ICC, ma anche per i nostri clienti e partner.
In recent years, Environmental, Social, and Governance (ESG) considerations have evolved from a peripheral concern to a core element of corporate strategy, and this shift has profoundly impacted the landscape of mergers and acquisitions (M&A).
The digital transformation sweeping across industries has positioned data as a critical asset, driving innovation and competitive advantage. In this context, the EU Data Act, set to take effect in September 2025, has significant implications for businesses, particularly regarding the delicate balance between data sharing and the protection of trade secrets.
Nel panorama aziendale odierno in rapida evoluzione, il bilancio di sostenibilità è emerso come una componente cruciale della strategia aziendale per le imprese italiane. Non si tratta più semplicemente di un adempimento normativo, ma di uno strumento strategico in grado di guidare la crescita, rafforzare la reputazione del marchio e mitigare i rischi.
In June 2023, the European Commission updated its Horizontal Guidelines, clarifying how Article 101 of the Treaty on the Functioning of the European Union (TFEU) applies to various forms of cooperation agreements, including sustainability-focused collaborations.
La Direttiva NIS 2 dell'Unione Europea introduce nuove misure per rafforzare la sicurezza informatica delle aziende, con particolare attenzione alla supply chain.
In un'epoca in cui l'interconnessione digitale definisce il tessuto stesso dell'economia, la sicurezza della supply chain emerge come un'esigenza imprescindibile per le imprese.
The first eight months of 2024 have painted a complex picture for distressed M&A activity in Europe.
On April 9, 2024, the board of the Science Based Targets initiative (SBTi) announced its decision to allow the use of environmental attribute certificates (including carbon credits) to meet Scope 3 (value chain) emissions targets.
La giurisprudenza tributaria di merito finalmente si adegua alle nuove indicazioni della Corte di Cassazione in materia di regime fiscale applicabile alle liquidazioni tra beneficiari e legittimari non assegnatari nel patto di famiglia.
Enjoy the second episode of "van Berings' talks" dedicated to Sustainability Agreements.
As a part of van Berings’ commitment to the United Nations Global Compact, we are pleased to share with you that we have submitted our Communication on Progress via the UNGC on-line platform (reporting period: 01/2024 - 06/2024).
International law firm van Berings announced today the opening of a new office in Mérida, Yucatan, its second office in Mexico.
van Berings with Grupo Aviomar for the lease and development of Royal Beach Club Cozumel.
Our Partner Luca Lippolis delves into the relationship between the so called "Sustainability Agreements" and EU Antitrust Regulations.
The Data Act, officially known as the “Regulation on harmonized rules on fair access to and use of data”, entered into force on January 11th, 2024.
Alessandro Cattaneo, Head of Sustainability del nostro studio, ci parla dei vantaggi che possono derivare dalla redazione e pubblicazione del Bilancio di Sostenibilità.
On November 30th, 2023, the Official Journal of the EU published the new Regulation (EU) 2023/2631 (“Regulation”), which establishes a comprehensive framework for the issuance and regulation of bonds aiming to be labelled “green” in the European Market.
Rubiera Special Steel (“RSS”), international leader in the production of special steel, belonging to the Italian Special Materials & Forgings Group (“ISM&F”), has acquired the Steel Mill of Cividate al Piano (Italy – BG).
In questo nuovo episodio di van Berings Talks, torniamo a parlare del Bilancio di Sostenibilità, affrontando il tema dei soggetti obbligati alla redazione.
International law firm van Berings announced today the opening of a new office in Mérida, Yucatan, its second office in Mexico.
In recent years, the European landscape of distressed mergers and acquisitions (“Distressed M&A”) has shifted dramatically, with a noticeable dip followed by a significant comeback. Recent data throw light on this evolving phenomenon.
Che cos'è il Bilancio di Sostenibilità? L'abbiamo chiesto ad Alessandro Cattaneo, Head of Sustainability del nostro studio, che ci ha risposto così.
As a part of van Berings’ commitment to the United Nations Global Compact, we are pleased to share with you that - as every year - we have submitted our Communication on Progress via the UNGC on-line platform (reporting period: 10/2022 - 12/2023).
In the world of Tech M&A, Italy made waves in 2023. The numbers tell an impressive story, with a substantial increase of the total value of deals compared to 2022. Italy's tech M&A market is buzzing with activity, and the question is: what's fueling this remarkable rise?
In the evolving landscape of finance, the unison of Private Equity and ESG principles is a match made in sustainability heaven. Although these two worlds might appear unrelated at first, their convergence is not only possible but increasingly enticing. In this article, we delve into the motivations behind this union, examining why companies are gravitating toward ESG and why European investors are actively seeking sustainability-related investments.
Artificial Intelligence, or AI, is the name given to learning algorithms that can adapt software behavior in response to a variety of inputs. You have probably interacted with AI already, as it is used in customer service chatbots that tell you whether your order has been dispatched yet or not and other issues. AI allows those chatbots to analyze what you type and respond in a natural way to questions.
Since 2021, van Berings has been committed to the UN Global Compact and we are glad to share with you our 2022 Communication on Progress.
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Pursuant to Article 43(f) of Presidential Decree no. 131/1986, the basis for registration tax on deeds of pledge guaranteeing third parties’ obligations is represented by the guaranteed amount, or, if the collateral consists of money or securities, by the value of the pledged asset, if lower than that of the guaranteed obligations.
In today’s global economy, the logistics sector has sustained considerable growth and is expected to grow further, in the years to come. Supply chain processes and transportation are critical factors for meeting the needs and demands of the global economy.
Following the termination of an overdraft facility, a bank obtains a payment injunction in court and claws back the family trust created by the debtors, who resist by claiming that the payment injunction had been applied for prior to the elapse of the 15-days grace period awarded by article 1845 of the Italian Civil Code to the debtors for repayment of the outstanding overdraft facilities.
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The past decade, and especially the past two pandemic-hit years, have seen a rapid growth rate in the logistics industry, which is expected to expand further still. This has impacted logistic processes, mobility, warehousing, security and supply chain integrity.
The fourth edition of the Insects to Feed the World Conference will take place in Québec City between June 12th to 16th, 2022.
Effective as of March 30th, 2022, with Decree no. 19/2022 ("Decree"), the Italian Ministry of Economic Affairs has amended the requirements to subscribe/acquire shares or units in Italian reserved alternative investment funds (so-called "FIA Italiani Riservati" – "Reserved AIFs"), by enlarging the array of eligible retail investors.
The Financial Conduct Authority (“FCA”) has recently received an influx of applications for the authorization of climate-related funds.
Episode 3 of 3: Green Loans and Sustainability-Linked Loans
By decision no. 41994 of December 30th, 2021, the Italian Court of Cassation, Joint Chambers, gave an historical ruling on omnibus (open-end) guarantees granted on the basis of the model used by Italian banks between 2002 and 2005, the so-called “Modello ABI” (the “Model”).
Episode 2 of 3: Sustainability-Linked Bonds
By joining Net Zero Lawyers Alliance ("NZLA"), van Berings further reinforces its longstanding committment to the Race to Zero philosophy as part of its broader sustainability-driven strategy.
The migratory locust ("locusta migratoria") has been green-lighted for official entry into the EU food market as of November 2021, making it the second insect to be included in the European Commission's list of authorized novel foods, after dried yellow mealworms, which were approved in July, 2021
Episode 1 of 3: Green Bonds, Social Bonds and Sustainability Bonds
The COP26 is still running in Glasgow under the spotlight of media and public
opinion, and the international debate on climate change is getting tougher as
days come by.