Best Structured Finance Lawyers in Voghera

About Structured Finance Law in Voghera, Italy

Structured finance covers tailored funding solutions that isolate risk, repackage cash flows, and create instruments such as asset-backed securities, collateralized loan obligations, and other securitisations. In Voghera - a town in the province of Pavia in the Lombardy region - structured finance matters are governed by national Italian law and EU rules, while practical legal and advisory services are typically provided by local lawyers or by firms in nearby financial centres such as Pavia or Milan. Common transactions include securitisation of receivables, special-purpose vehicle - SPV - formation, non-performing loan - NPL - sales, and structured lending for real estate or commercial projects.

Why You May Need a Lawyer

Structured finance transactions involve multiple legal, regulatory, tax, and operational issues. You may need a lawyer if you are:

- A company seeking to raise funds by securitising receivables or other assets and wanting legal structuring advice.

- A bank or investor buying or selling portfolios of loans, including NPLs, and needing due diligence, documentation and transfer mechanics.

- Setting up an SPV - assessing the appropriate corporate vehicle, governance, and asset segregation rules.

- Negotiating complex contracts - servicing agreements, transfer documents, security packages, intercreditor arrangements, or bank facility agreements.

- Dealing with insolvency or creditor enforcement where asset isolation or bankruptcy-remote structuring matters arise.

- Handling regulatory compliance - banking and financial regulations, AML - anti-money laundering - obligations, consumer protection if retail assets are involved, or capital markets rules if securities will be offered to investors.

- Addressing tax consequences - structuring to achieve tax efficiency while complying with Italian tax law and reporting obligations.

Local Laws Overview

While structured finance practice in Voghera follows national and EU law, the following legal areas are especially relevant:

- Securitisation Law - Law No. 130 of 1999 provides the statutory framework for securitisations in Italy. It allows originators to transfer receivables to special purpose entities whose assets are insulated from the originator's bankruptcy risks. The law governs SPV set-up, asset transfer mechanics, and creditor protection.

- Corporate Law - The Italian Civil Code regulates corporate forms such as societa per azioni - S.p.A. - and societa a responsabilita limitata - S.r.l. - which are commonly used as SPVs. Corporate governance, directors duties, and statutory filings are governed by these rules.

- Insolvency and Restructuring - The national Codice della Crisi d'Impresa e dell'Insolvenza - corporate crisis and insolvency code - reforms the treatment of distressed companies and affects creditor rights, enforcement and restructuring processes. Proper structuring aims to segregate securitised assets from insolvency risks of the originator.

- Banking and Financial Regulation - Credit institutions and investment firms are supervised by the Bank of Italy and by European authorities for significant banks. Capital requirements, prudential rules, and rules on credit transfers, client asset protection and conduct of business must be considered.

- Tax Law - Italian tax rules affect the tax treatment of securitisations, stamp duty, VAT and possible substitute taxes. Certain tax advantages may be achievable but require careful planning and documentation.

- Anti-Money Laundering - Legislative Decree No. 231/2007 and subsequent updates impose AML and KYC obligations on financial intermediaries and other obliged entities. Structured finance transactions typically require robust AML checks on counterparties and beneficial owners.

- Data Protection - GDPR applies to processing of personal data in loan portfolios and servicing activities. Compliant data handling, lawful bases for processing, and data transfer rules are critical when assets include consumer data.

- Consumer and Commercial Law - If the securitised assets include consumer credit or retail contracts, Italian consumer protection rules and the Consumer Code will impose additional obligations on disclosure, fairness and remedies.

- Local Court and Notarial Practice - Civil courts in Pavia handle disputes arising in the province including Voghera. In many transactions notarial deeds may be required for certain transfers or security registrations, so coordination with notaries and registry offices is routine.

Frequently Asked Questions

What exactly is structured finance?

Structured finance refers to custom financing solutions that pool, repackage and distribute cash flows from underlying assets. Typical examples are securitisations, where receivables are transferred to an SPV that issues securities to investors, and structured lending, where repayment sources and collateral are arranged to manage risk and credit enhancement.

Can I securitise receivables while based in Voghera?

Yes. The legal framework is national, so a company in Voghera can securitise receivables under Law 130/1999. Practical steps include selecting the correct SPV vehicle, preparing transfer documentation, obtaining any required consents from debtors, arranging servicing and investor documentation, and ensuring tax and regulatory compliance.

What corporate form should an SPV take in Italy?

SPVs are frequently set up as S.p.A. or S.r.l. The choice depends on investor requirements, corporate governance, transferability of interests, and tax considerations. Lawyers will advise based on the transaction scale, investor base, and regulatory profile.

How are securitised assets protected from the originators insolvency?

Law 130/1999 and proper structuring create legal separation between the originator and the SPV. Assets transferred to the SPV are intended to be segregated and not available to creditors of the originator. Precise drafting, effective transfers, and compliance with statutory formalities are essential to achieve bankruptcy-remote treatment.

Do I need regulatory approvals to carry out a securitisation or structured finance deal?

Regulatory approvals depend on the parties involved and the structure. Banks or regulated intermediaries may need to notify or obtain authorisations from the Bank of Italy or other authorities. Offering securities to the public can trigger prospectus and disclosure obligations. Your lawyer will assess whether regulatory filings or exemptions apply.

What are the main tax considerations?

Tax issues include the treatment of transfers for income and registration tax purposes, VAT implications, substitute taxes on certain financial operations, and tax residence of the SPV. Italy has specific tax rules for securitisations and sometimes favourable regimes, but careful planning with tax counsel is necessary to avoid unexpected liabilities.

How long does a typical securitisation take and what costs should I expect?

Timelines vary by complexity - a simple domestic receivable sale might close in a few weeks, while complex or cross-border transactions can take several months. Costs include legal fees for structuring and documentation, notary and registration fees, tax advice, trustee and servicing set-up, auditor and rating agency fees if any, and potential banking arrangement costs. Obtain an estimate from advisers early.

What documentation is essential?

Key documents typically include the transfer agreement for the assets, SPV incorporation documents and bylaws, servicing agreement, offering or investor subscription documents, security documentation if applicable, intercreditor agreements, trustee or representative mandates, and opinions addressing insolvency remoteness and tax treatment.

How do I choose a local lawyer in Voghera or the surrounding area?

Look for a lawyer or firm with experience in structured finance, securitisation, banking law, and tax. Verify experience with transactions similar in size and asset class. Ask for references, inquire about collaboration with tax advisors and notaries, confirm language capabilities if parties are international, and discuss fee arrangements and timelines up front.

What happens if a borrower defaults on a securitised loan?

Servicer responsibilities generally govern workout and enforcement actions. The SPV or investors rely on the servicer to collect and supervise enforcement in accordance with the servicing agreement. Remedies and priority of claims depend on the transaction documents, security packages, and any intercreditor arrangements. Insolvency of the seller should not, if properly structured, affect the SPVs rights to the cash flows.

Additional Resources

When researching or preparing a transaction, the following types of bodies and organisations are useful sources of guidance and oversight:

- Bank of Italy - national banking supervisor that issues guidance on prudential matters and supervises banks operating in Italy.

- CONSOB - regulator for securities markets and disclosures related to public offers.

- Agenzia delle Entrate - tax authority for guidance on tax treatment and procedures.

- Chamber of Commerce of Pavia - local filings, company registration and helpful business services.

- Local Courts - Tribunale di Pavia for civil disputes and enforcement matters in the province.

- Professional Associations - local bar associations and national associations of lawyers who can help identify specialists in finance and banking law.

- Industry Bodies - Associazione Bancaria Italiana - ABI - and trade groups active in securitisations and banking sector practices.

- AML and Data Protection Authorities - for compliance obligations related to anti-money laundering and personal data processing.

Next Steps

If you need legal assistance with structured finance in Voghera, consider the following steps:

- Clarify your objective - specify whether you want to securitise assets, sell a loan portfolio, set up an SPV, raise structured financing, or handle a distressed asset situation.

- Gather documents - collate contracts, loan files, debtor information, corporate documents, audited financials and any regulatory registrations or licences.

- Contact a specialist lawyer - seek a lawyer with structured finance and banking experience. If a local office is preferable, look for advisers in Voghera, Pavia or Milan who have handled similar transactions.

- Prepare for a first meeting - provide a clear brief, a list of assets and proposed counterparties, and ask for a scope of work, estimated costs and timeline. Discuss confidentiality and conflict checks.

- Assemble a multidisciplinary team - you will often need tax advisors, accountants, notaries and possibly financial or rating advisors in addition to legal counsel.

- Agree on fees and milestones - ensure the engagement letter sets expectations for deliverables, fees, and communication.

- Proceed with due diligence and structuring - allow your lawyer to coordinate legal due diligence, draft documentation, and manage registrations or regulatory filings.

Disclaimer - this guide is for informational purposes only and does not constitute legal advice. For tailored legal advice contact a qualified lawyer licensed in Italy who can assess your specific facts and objectives.