LE STRUTTURE DEL GRUPPO

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2 LE STRUTTURE DEL GRUPPO funaro & Co/pc CERTIFIED PUBBLIC ACCOUNTANTS TAX & FINANCIAL ADVISORS D APOLITO & CO ADVISORY LEGAL TAX Redwood GmbH

3 INTERNATIONAL PARTNER Beside you BeWhiz Silt Silt Gest esperienza Silt Norge International Partners analisi innovazione Of Counsel

4 LE AREE DI COMPETENZA BESIDE YOU GROUP Fiscal Area Legal Area Finance & Control Area Administration & Accounting Area Extraordinary Operations Area Job Consulting, Payroll and Social Security Area.

5 LA MISSION BESIDE YOU is a group which reunites multidisciplinary competence in the area of consulting and assistance to businesses BESIDE YOU distinguishes for the way in which it provides services through the competence of its specialistic resources BESIDE YOU has built its business model basing it on the customer s expectations and his specific needs and necessities offering a full personalized service BESIDE YOU is able to offer and provide services and consulting activities and integrated assistance in the corporate finance area BESIDE YOU counts more than 35 professional figures today, such as lawyers, chartered accountants, job consultants, business consultants, accountants and payroll experts

6 The STUDIO INTERNAZIONALE LEGALE E TRIBUTARIO SILT is located in Milano, Corso di Porta Nuova,15 and it is a professional organization with partners having deep experience both in domestic and International tax and corporate consulting. SILT develops into the Beside You group, and it is an expression of a miltidisciplinary professional reality that counts on services specialization, on the high qualitative standard, on the deep experience accumulated over years of work with international structures such as E&Y. SILT is composed of ten chartered professionals (Lawyers, Chartered Accountants, and Job Consultants;) as well as different collaborators, interns and employees.

7 OUR LONG LASTING EXPERIENCE MADE IN BIG CONSULTING CONSULTING SOCIETIES ALLOWS US TO BOAST: Technical competence on a domestic and international level; Competence about financial and real estate taxation; Experience and professionality on the management of customers complex situations; Capability of managing international groups, subsidiaries or branches (Particularly with American, Indian, English, Irish, French and Swiss groups); Competence in managing big family assets: protection, optimization and assistancy on the setup and managing of the family office. Significant experience in working with reference companies of private equity (Italian and foreign); OUR ORGANIZATION AND OUR WAY OF WORKING ALLOWS US TO: Contain professional rates mantaining a structure without unnecessary costs; Be fast in customer response times thanks to a very short and constantly monitored work chain in its quality; Have a high degree of flexibility and understanding of customer needs, thanks to the speed in its decisions. This allows us to offer a professional service tailored to the specific needs of the customer;

8 OUR AREAS OF COMPETENCE LEGAL AND CORPORATE CONSULTING The professionals of the firm can assist clients for all legal requirements concerning the formation,the modification and liquidation of corporation, the maintenance of corporate records, the filing of the financial accounts and all other corporates documents with the local authorities; they provide assistance for the preparation and negotiation of domestic and International commercial agreements. TAX CONSULTING The professionals of the firm can assist the clients in direct and indirect taxes, planning and advicing in specific taxs issues,tax litigation and in International taxation. LEGAL AND TAX DUE DILIGENCE CHECK-UP The firm professionals are expert in tax and legal due diligence check-up. EXTRAORDINARY OPERATIONS The professionals can provide assistance to clients for extraordinary operations (mergers, demergers, sale of business concerns) and other operations of business reorganization. They are qualified to make a formal appraisal of business and stock participations. ACCOUNTING AND ADMINISTRATIVE SERVICES The professionals provide accounting and administrative services for the preparation of the financial accounts of corporations (also consolidated) and reporting packages. MANAGEMENT CONTROL Professionals carry out activities in the analysis of budget deviations, forecasts and previous periods, as well as both estimating and actual budget analysis. AUDITING OF THE FINANCIAL ACCOUNTS The partners are all qualified auditors and are eligible to be appointed as Statutory Auditors of Italian legal entity.

9 THE SILTGEST COMPANY IS COMPOSED BY THE TWO FOLLOWING AREAS OF WORK: THE FIRST WORK AREA is composed by the team working in the employees management services. The services of this area include payroll processing and labor consultancy assistance provided by a chartered Job Consultant. In addition, the issues of expatriate staff are also handled, with all the related tax implications. THE SECOND WORK AREA is the one related to outsourcing or support in the administrative area. This area is responsible for the keeping of companies and professionals accounting. The flexibility of the structure allows us to work on programs already used by customers (eg SAP). In addition, for some companies, the entire administrative sector is managed using, where appropriate, customers management programs. For those companies that require it, periodic reports of both financial and asset nature, planning and treasury management are also drafted

10 BE WHIZ SRL is a business consulting company, and a part of the Beside You professional group. The company performs its activity by the execution of a dynamic approach, founded on ethical and sustainable values, near to the customers needs. The activity focuses on specialized and multidisciplinary services in the areas of: - corporate & finance; - advisory M & A operations - risk management; - organization; - planning and development; BE WHIZ has built its own internal organization to ensure the customer's highest care and concentration of know-how and resources on specific areas of diversified intervention.. To achieve this goal, it wanted to create its own distinct units, making 5 business divisions focusing on 360 competencies on particular services. Each division responds to specific needs and takes care of developing the most appropriate solutions. The divisions projects are carried out by ad-hoc project teams coordinated by the project manager and elaborated following the operating management procedures implemented by the divisions basing on the methodology developed by the company. In addition, divisions are characterized by a flexible organization that makes it productively possible to integrate and co-ordinate specific competences in a transversal manner to cover the particular project entrusted to the customer.

11 DIVISIONI PRO FINANCE Business Finance PRO SYSTEMS Organizational Systems PRO MARKETING Strategic Marketing Financial evaluation Business evaluation Innovative financial tools Transaction Support Business organization Business Check-up Risk Management Procedural development Business networks Competitive analysis Marketing plans BIZ PLAN Business Planning PRO 231 Organizational Models 231 Business Plan Start-up operative assistance Feasibility studies Organizational management and control models for the crimes ex D.Lgs 231/01

12 THE ACTIVITIES M&A Organization Models Restructuring of the debt & relations with the credit institutions Planning and Control Extraordinary finance

13 PLANNING & CONTROL Analysis of the processes and the company s organizational structure Analysis and evaluation of the company s informative system Budget Definition Designing of the operative reporting system Design and directional reporting system

14 RESTRUCTURING OF THE DEBT AND RELATIONS WITH THE CREDIT INSTITUTIONS Refinancing and restructuring of the debt Asset based funding Restructuring of the debt and relations with the credit institutions Analysis and evaluation of the alternatives, impact, qualitative and quantitative costs Decision Extraordinary financial and risk capital strategy Project Finance Cross Border Financing Restructuring and managing of new relations with the financial marketing Bond Issues

15 EXTRAORDINARY FINANCE FINANZA STRAORDINARIA Refinancing and restructuring of the debt Asset based funding Project Finance Restructuring of the debt and relations with the credit institutions Analysis and evaluation of the alternatives, impact, qualitative and quantitative costs Decision Extraordinary financial and risk capital strategy Cross Border Financing Restructuring and managing of new relations with the financial marketing Bond Issues

16 MERGER & ACQUISITION MERGER&ACQUISITION Analysis, revaluation and definition of the strategy Business and financial Due Diligence Negotiation with corporate and legal counterparts Integration and armonization of the structures Application of technical/economic al verification tools

17 SILT NORGE AS is a Norway-based company based in Oslo, a part of the beside you group. The structure is based on a professionals network and international relationships, both commercial and institutional, based in Norway. Silt NORGE, as it is today, aims to become the reference framework for the internationalization of Italian businesses doing business in Scandinavian countries. PROFESSIONAL SERVICES It offers all the professional services of companies such as administration, tax consulting, payroll services, legal consulting. GOVERNANCE AND RELATIONAL SERVICES Our local professionals are able to help companies establish a trusted and long lasting government for the local agency and businesses. Our aids facilitate and simplify relationships between agencies, entrepreneurs, customers, suppliers, and local authorities; will facilitate and accelerate the integration process of the local subsidiary with clear implications in terms of costs and timing. BUSINESS DEVELOPMENT Our local team is specialized in the introduction of foreign companies in various Norwegian sectors (oil & gas, infrastructure, electricity, etc.). We can also represent the needs at local fairs and help them in prequalification, qualification, and bidding with a higher percentage of probability of success.

18 REFERENCES Reference to: Offices & Partners: Milano, Italy Oslo, Norway Lugano, Switzerland New York, USA Regno Unito, Londra