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PROFESSIONAL NETWORK

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PROFESSIONAL NETWORK

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Pactum is a multidisciplinary professional services network created by a group of seasoned and experienced specialists:accountants, lawyers, economists, tax experts, businessconsultants, legal auditors, and university professors, who specialize in legal, corporate and financial affairs. They give thenetwork its combined expertise in finance and industry, multinational consulting and auditing, as well as academia.

Thanks to a streamlined and versatile structure, the Pactum valueadd surpasses large, traditional professional audit and consultingnetworks by ensuring a more effective response to the needs of businesses by providing innovative and secure solutions as a preferred partner with the highest professional services.

Your Strategic Partner

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Comprehensive Consultancy Services

The Pactum Network capitalizes on the collected expertise of its partners in numerous sectors, including accounting, financialand banking legislation and regulations, and financial instrumentsand markets, to offer wide-ranging consulting on complex anddiversified issues.

Negotiating business crises and debt restructuring• assistance and advice in the preparation, proposition and negotiation of reorganization plans, debt restructuring agreements, prior agreements

• assistance in the predisposition and negotiation of restructuring operations of corporate debt

• debt restructuring claims

Accounting consultancy• accounting organization and audit• accounting, payroll and contributions• advisory on national and international accounting standards• consulting on financial statements for the accounting period and consolidated financial statements

• accounting due diligence• technical advice on civil disputes

Fiscal, tax and legal advisory• corporate compliance, shareholder and management relations, shareholders’ agreements• incorporation of companies, analysis of the best juridical structure and drafting of by-laws• tax planning• national and international tax advisory• M&A, mergers and demergers, company contributions • national and multinational corporate restructuring operations• economic and tax assistance to multinationals on transfer pricing, cost sharing agreements and intercompany agreements

• tax audit assistance, presentation of taxpayer’s ruling requests• tax due diligence• capital market operations• national and cross-border financing operations• aggregation (consortiums, temporary association of companies, etc.)• corporate liquidation

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Legal assistance• civil, tax, commercial, corporate, bankruptcy, inheritance and family litigation • insolvency proceedings• voluntary jurisdiction• antitrust law, private and public tenders • succession rights • legal due diligence• contractual advisory and assistance • out-of-court consultancy • legal compliance assistance• corporate secretarial and domiciliation services

Corporate governance• preparation of opinions on corporate governance issues• participation in corporate bodies as board members, board of statutory auditors, supervisory board ex D. Lgs 231/01, company liquidators

Corporate finance• structured finance• business and strategic plans• feasibility study and strategic positioning• ipos• internationalization of businesses• strategic fundraising• canvassing of strategic and international partnerships • soft loans / financing

M&A and restructuring• M&A• corporate restructuring• corporate turnaround• joint ventures and strategic partnerships

Family asset transfer• support in setting up and management of holding companies and trusts• succession planning

Company valuations• valuation of companies and holdings• expert voluntary and judicial appraisal • expert advice and technical expertise for civil litigation• impairment tests on intangible assets and holdings

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Vincenzo DonnamariaAn attorney and legal auditor, EnzoDonnamaria was a partner in KPMG from1989 to 2015 and national manager ofKSTUDIO Associato from 2000 to 2011.Donnamaria is Chairman of the Board ofStatutory Auditors of several corporations,including publicly listed companies. Anexpert in tax and corporate law, corporategovernance, contract law, extraordinarycorporate transactions, M&As and duediligence, he has authored publications ontax law and is an expert in thepharmaceutical sector.

Alessio Fattori Alessio Fattori is a certified publicaccountant and legal auditor, specialized instrategic financial advice and in the draftingof financial plans to secure financing andgrants. He performs restructuring operationsto recover balanced financial positions,improving companies’ credit standing andrelations with the banking system. An expert in valuations of companies andbranches of businesses as well as in equityparticipations, Fattori gained expertise inbanking and corporate finance at UnicreditBanca di Roma and the Banca Sella Group.He is Vice President of the Finance andBusiness Commission of the ODCEC inRome.

Giuseppe GalloppoGiuseppe Galloppo, university lecturer inquantitative and market finance, hasexperience in evaluating real and financialinvestments. He is part of the Pactumtechnical-scientific committee; his expertiselies in studying and identifying the best

characteristics to maximize the probability ofsuccess of a financial transaction. This translates into the ability to identify themost suitable variables to maximize theperformance of an investment, both on thebasis of qualitative considerations and on thebasis of quantitative analysis from historical,sectoral and macroeconomic data.

Antonio Iorfida Antonio Iorfida is a certified publicaccountant, auditor, and labor consultantwith more than twenty years of experiencein management, accounting and taxconsultancy for companies, nonprofitorganizations and foundations. He also hasextensive experience in soft loans/financingand as a consultant to companies operatingin the hotel and tourism industry. Iorfida sitson the board of auditors of variouscompanies and is senior advisor to manyinternational corporations. He is the Chair ofseveral foundations and a generalconsultant to diocesan bodies. A member ofthe Italian Tributary Association (A.N.T.I.), healso partners with leading internationalconsulting companies and promotesvolunteer and environmental developmentactivities of nonprofit organizations.

Fabio IorfidaFabio Iorfida is a technical consultant whospecializes in occupational safety accordingto D.lgs. 81/2008. He is responsible for theaccounting data management center,administrative and fiscal services for familybusinesses, corporations and limitedcompanies. He is experienced in softloans/financing and administrative-fiscalmanagement of nonprofit organizations.

He also advises on fiscal and businessfoundation partnerships of corporations andother types of organizations operating in thenonprofit sector.

Maurizio MorgantiAttorney Maurizio Morganti has beenpracticing law since 1999 and, in 2015, wasgranted patronage to the Supreme Court.He handles civil, commercial, bankruptcyand family law issues, in addition toconducting contractual and corporateconsultancy activities, disputes and opinionsin the field of private procurement and publicworks, and antitrust matters, which regardEuropean legislation. He has also assisted incourt and out-of-court cases involvingcompanies in crisis with substantialexposure to banks and suppliers, also in thecontext of bankruptcy procedures. He hasserved as liquidator of companies operatingin the field of publishing, public procurementand building cooperatives.

Salvatore Patti A full professor of Private Law at LaSapienza University of Rome, ProfessorSalvatore Patti has also been a visitingprofessor at Stanford, Yale, Zurich, Freiburgand Bochum universities. He is a lawyeradmitted in Italy and Germany and is alsodirector or co-editor of several legal journals.A rapporteur in over two hundred nationaland international conferences, he is authorof approximately four hundred publicationsand is a member of the Academy ofComparative Law, the Gesellschaft fürRechtsvergleichung and the Henri CapitantAssociation. In 1978 he was namedCavaliere della Repubblica for scientific

An Experienced Team

Vincenzo Donnamaria Alessio Fattori Giuseppe Galloppo Antonio Iorfida Fabio Iorfida Maurizio Morganti

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merit. In 2002 he was awarded the Cross ofMerit Class I of the Federal Republic ofGermany. He also serves as arbitrator innational and international arbitrations.

Pierpaolo SingerPierpaolo Singer is a full professor ofManagement and Corporate Governance atthe University of Salerno. He is also anaccounting officer, legal auditor and technicaladvisor for the Civil and Criminal Court ofRome. Singer consults on accounting,corporate and restructuring issues fornumerous companies and is an expert incorporate valuations. He has assisted largecompanies in drafting debt-restructuringplans under art. 161 and 182 bis of the ItalianBankruptcy Law, and he holds positions onthe boards of statutory auditors, supervisorybodies under D.lgs 231/01 and on theboards of directors of medium and largeindustrial and financial corporations, includinglisted companies. He has publishednumerous books and papers onmanagement and succession issues in familybusinesses, corporate valuations, corporatefinance and corporate governance.

Marco Torsello Marco Torsello has over 30 years experiencein the finance and banking industry. Hestarted as a researcher in the EconomicsDepartment at L.U.I.S.S. University in Rome.In 1985, he began a career in financeworking in the Treasury Department ofBarclays Bank Plc and of StandardChartered Bank Plc in Milan. In 1990, hejoined Deutsche Bank Group Italy as GroupTreasurer and in 1995, was appointed Headof Corporate & Institutions Division, which

comprised all Investment Banking activitiesof Deutsche Bank in Italy. Lastly, until June2006, he was Country Manager of the AssetManagement Division of Deutsche Group inItaly. From July 2006 until June 2010,Torsello was Chief Financial Officer ofAeroporti di Roma S.p.A. and InvestorRelator of Gemina S.p.A. Group, a listedcompany on the Italian Stock Exchange.Since October 2010, he has carried outconsultancy activities for companies as anindependent advisor.

Gabriele TroiseGabriele Troise is a certified publicaccountant (CPA) and certified auditor. A university lecturer at the graduate level, he specializes in corporate finance, M&As,corporate restructuring and structuredfinance. He participated as a technicalconsultant for the implementation offinancial control systems, in partnership withDun & Bradstreet Italia. As a member ofboth the Financial Commission of Rome’sCPA Society and the Italian CPA Society, heworks in partnership with the corporatefinance divisions of national and internationalbanks. Troise also provides consultancy toSMEs on financial and accounting issues.An author of several books and specializedtexts in the field of taxation and businessfinance, he collaborates with the mostprestigious publishing houses in the field of professional information.

Walter VenturaWalter Ventura is a certified publicaccountant, legal auditor and technicaladvisor to the Civil Tribunal of Rome. Initiallytrained in the field of tax consulting (Arthur

Andersen) and soft loans/financing, he hasdeveloped an expertise in corporate financeand, in particular, in the valuation ofcompanies. Ventura has conductednumerous expert valuations for complexcorporate reorganization operations. Heintervenes as an expert providing affidavitsfor debt restructuring plans pursuant to art.182 bis of the Italian Bankruptcy Law, forlisted companies, as well as for carrying outannual impairment tests for "IAS compliant"companies. He holds positions on the board of auditorsof leading international companies and is amember of the Finance and BusinessCommission of the Order of Certified PublicAccountants in Rome.

Marco ZampanoMarco Zampano, a certified publicaccountant, legal auditor and technicaladvisor of the Civil and Criminal Court ofRome, previously worked for Sigma-TauGroup as Financial Controller for thecompany’s foreign subsidiaries. His current professional activities consist ofproviding qualified advice in the area ofconsultancy, accounting, and corporate andtax law. He is an expert in companyvaluations and restructuring issues, as wellas corporate reorganization plans under art.161 and 182 bis of the Italian BankruptcyLaw. Zampano performs advisory servicesfor ENPAP on accounting and tax mattersfor registered psychologists nationwide. He holds positions on the boards ofstatutory auditors, supervisory bodies underD.lgs 231/01 and on the boards of directorsof industrial and financial corporations, alsoperforming the role of liquidator and auditor.

Salvatore Patti Pierpaolo Singer Marco Torsello Gabriele Troise Walter Ventura Marco Zampano

via Bruxelles, 59 - 00198 Romatel: +39 06 48904834 - fax: +39 06 48904832

email: [email protected]