Mergers · Demergers · Contributions · Reorganisations
Merging two companies, separating a property or a business unit, tidying up the group, splitting shareholders: the same need can be met with different transactions — and the difference is measured in taxes, time and risk. The Transaction Feasibility Study compares the scenarios and tells you which one is best, why, and how to get there.
Video call or at our office in Erba (Como) · Confidentiality guaranteed
Three situations we see every month
Several companies set up at different times, cross-shareholdings, the property inside the operating company, profits that do not flow where they are needed. It works, but every year it costs more than it should — in taxes, in risk, in complexity.
One wants to reinvest, the other to cash out; or two families need to divide business units and properties without destroying value. A well-built demerger separates their paths without going through a sale — and without a fight.
Before gifting, selling or bringing in a shareholder, the structure needs putting in order: separating what stays in the family from what is transferred, often with a preliminary contribution or demerger. Doing it afterwards costs twice as much.
The product
Not a generic opinion or a quote in the dark: a defined piece of work, with a deadline, that puts the possible routes in black and white — including doing nothing.
How it works
Free and confidential. You tell us about the structure and the goal; we tell you honestly whether an extraordinary transaction is really needed — or whether there is a simpler way.
Video call or officeFinancial statements, articles of association, company register extracts and ownership structures in a confidential data room. In 3-4 weeks you receive the dossier with the scenarios and our reasoned recommendation.
3–4 weeksWe go through the dossier together, with your shareholders if needed. Once the route is chosen, we prepare the plan, reports and resolutions, coordinating valuations and the notary.
90-min review sessionStatutory time limits, filings, notarial deed and post-closing: notifications, opening accounts, dealings with banks and the Companies Register.
One lead adviserHonesty first
The firm
A tax, accounting and corporate advisory firm for businesses. We assist entrepreneurs and family groups in extraordinary transactions — mergers, demergers, contributions, reorganisations, disposals and acquisitions — from the design of the transaction to post-closing, with a single point of contact for tax, corporate and contractual matters.
We carry out the transactions we propose for our own businesses too: we know the difference between a transaction that looks elegant on paper and one that holds up in front of shareholders, banks and the Revenue Agency.
We work from Erba with clients throughout Italy, by video call and through a confidential data room. We work alongside the notary and the professional who already handles the company's bookkeeping.
Frequently asked questions
It depends on the structure, the number of companies, the properties involved and the complexity: giving a figure before seeing the transaction would be unfair. After the introductory meeting you receive a written proposal with a fixed fee, agreed before we start, together with an estimate of out-of-pocket costs (notary, expert valuations, taxes). No surprises along the way.
The Feasibility Study takes 3-4 weeks from receipt of the documents. Executing a merger or demerger, from the plan to the deed, generally takes 4-8 months: the statutory time limits (filing of the plan, creditors' right to object) and the availability of financial statements and valuations weigh on it. The dossier sets out the timeline of your transaction, date by date.
As a general rule, mergers, demergers and contributions of a business are tax neutral: they do not trigger tax on capital gains if the transaction is structured correctly. But neutrality is lost through errors on loss carry-forwards, reserves or backdating, and the Italian Revenue Agency looks closely at transactions without economic substance (abuse of law). That is exactly what the Feasibility Study checks beforehand.
It is one of the most common cases: a demerger that moves the property into a dedicated company shields the assets from business risk and prepares the business for a future sale. It must be built with care for sound business reasons, indirect taxes and relations between shareholders: in the dossier we compare the demerger with the alternatives (contribution, sale) with the numbers in hand.
Yes: mergers, demergers, contributions and conversions require a notarial deed. We work with your trusted notary or propose a notary's office ourselves. We are happy to work alongside the professional who already handles your bookkeeping: we direct the transaction, they remain the reference point for day-to-day matters.
The first step
You tell us about the structure and the goal. You leave with an honest answer: whether an extraordinary transaction is needed, which route to explore first, and whether it makes sense to work together. Is the need to buy or to sell? Buying a company → · Selling yours →
Choose a day and time
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Open the full-page calendarPrefer the full page? Book on /en/book/ · Confirmation and video call link by email
From the blog (in Italian)