1. Italian Special Administration (a solution for restructuring of large companies in crisis) Luigi Lai Author’s research is supported by Autonomic Region of Sardinia PO Sardegna FSE 2007-2013. L.R.7/2007 “Scientific research and innovation technology promotion in Sardinia”

2. Italian Special Administration aims at providing legal tools capable of rescuing companies facing insolvency

3. Saving Companies Intrinsic Value

4. Not every company may file for Special administration Specific requirements have to be met Requirements changed in the course of time

5. First Special administration Legislative Decree No.270/1999  Occupying more than 200 employees.  A certain level of indebtedness (above 2/3 of annual company's revenue)

6. First Special administration Proceeding  The court had to nominate one or more Special Administrators  The Special Administrator has 30 days for completing a report  Only after that the Court decide if conceding SA to the Company

7. Special Administration for Large Insolvent Companies Legislative Decree No 344/2003 Parmalat Case 14bn Euro hole in its accounts and nowadays it is Europe's biggest bankruptcy case.

8. Special Administration for Large Insolvent Companies New quantitative requirements New and faster procedure

9. Special Administration for Large Insolvent Companies the Special Administrator is appointed directly by the Ministry No ex ante preliminary report need in order to obtain SALIC

10. Special Administration for Large Insolvent Companies The SALIC procedure differs from the normal SA because is devoted to rescuing large insolvent companies, companies whose uncontrolled defaulting would create a domino effect by far critical for the national economic system

11. Special Administration for Large Insolvent Companies Despite the fact that Decree No 344/2003 was urged by the contingent situation, the Parmalat Decree has some undeniable qualities permitting the preservation of company's trading position: Facilitating a swift procedure for the large insolvent company in distress. Facilitating a large insolvent company's rapid fresh start. Allowing an effective restructuring process of all the entire group.

12. The Alitalia Decree Legislative Decree No134/2008 The Alitalia Decree extended the SALIC even to serious corporate failures lacking of a realistic rescuing plan. This novelization set as well that the restructuring plan could also consist in a simple transfer of business assets

13. The Alitalia Decree Creation of two companies a good one and a bad one Exceptional exemption from antitrust conditions for merger transactions. Merger dictated by Politics In the Alitalia case it is visible how the SALIC procedure has lost its main aim and has been used for a political bailout.

14. The Alitalia Decree Conclusions CAI took the best assets from the 'old Alitalia' which at the end remains an empty box covered with debts. The company was lacking of any chance of surviving, it was not possible to organize a business plan capable of creating a financial equilibrium. Alitalia created huge debts for the Country budget, just because it was treated not like an economic case but as political case

15. Parmalat Decree Conclusions The Parmalat case can be taken as an example for best practice in restructuring; Parmalat Special Administrator Mr. Enrico Bondi helped the company go across very troubled times almost safely.Composition plan was not 'idyllic' creditors lost a relevant part of their credits, but without being completely deprived.

16. Parmalat Conclusions Parmalat is still under SALIC procedure, nevertheless today it is still a company with a global presence, with more than 36,000 employees all around the world. Bardzo Dziękuję za uwagę!

17. UNIONE EUROPEAREPUBBLICA ITALIANAREGIONE AUTONOMA DELLA SARDEGNA Author’s research is supported by the Autonomic Region of Sardinia PO Sardegna FSE 2007-2013. L.R.7/2007 “Scientific research and innovation technology promotion in Sardinia ” Contact: Luigi Lai Project page www.euroinsolvency.eu luigi_lai@yahoo.com Personal page www.luigilai.it