The energy transition from fossil sources to solutions marked by reduced environmental impact and greater sustainability is one of the most relevant and compelling global challenges. Our professionals possess multidisciplinary experience and knowledge acquired through assistance in numerous landmark projects involving various types of technologies. Therefore, we can provide innovative insights, identify the best structures and offer the most effective solutions to reduce CO2 emissions, helping our Clients overcome challenges and seize opportunities in an increasingly multi-faceted and globalized market, as well as ensure compliance with domestic and supranational commitments, including “soft-law” obligations.

The pursuit of increasing energy security and independence from abroad is a primary necessity, and a key role in that is certainly played by ecological transition and the ever-widespread use of energy produced from renewable sources. The continuous and rapid evolution of European (directive RED III) and Italian (FER X) regulations in this regard requires highly specialized and cross-disciplinary expertise (administrative law, corporate and contract law, real estate, energy and financial market regulation) capable of addressing the challenges and seizing the opportunities that this historical moment presents. Our professionals have gained in-depth knowledge of this field, having been involved in the most significant transactions in the sector, both in M&A deals and in the development of renewables projects. The Firm assisted an industrial downstream operator controlled by an international fund in the divestment of operating photovoltaic assets in Sardinia to a leading domestic player, advising on the negotiation of the transaction documentation and the related regulatory aspects.

Through Power Purchase Agreements (PPAs), electricity producers, on the one hand, and end customers or utilities, on the other hand, aim at securing the best and most stable conditions for the short or long-term supply of electricity, guarantees of origin, and other environmental certificates. Analysing the wide range of terms and conditions that PPAs can present requires an in-depth knowledge of market practices and all possible alternatives. In order to provide Clients with the best possible assistance, our professionals have an unparalleled and distinctive experience in drafting and negotiating various types of PPAs, including virtual PPAs, tolling agreements, and on-site PPAs, both from the producer’s and the corporate’s or utility’s side, so much that they have been involved in drafting the first prototypes of such contractual structures both in Italy and abroad, and have been appointed as Energy Traders Europe’s (formerly, EFET). The Firm is widely recognised as Italy’s leading and most authoritative point of reference for Power Purchase Agreement (PPA) transactions—both physical and virtual—having played a pivotal role in the creation, growth, and structuring of the Italian PPA market. With an unparalleled track record in Italy, the Firm supported top-tier industrial, energy, and financial players in the negotiation of corporate and utility PPAs, VPPAs, and BESS tolling agreements. This experience places the Firm in a market-recognised leadership position in shaping contractual standards and delivering the most advanced solutions in the offtake space.

Procurement of resources on wholesale markets and the related commercial strategies take place in a delicate and crucial segment of the energy supply chain. Knowledge of the markets, familiarity with negotiation practices, contractual standards (EFET, CSA, CMNA, ISDA), and regulations (MIFID II, EMIR, MAR, REMIT) are essential to support operators (sellers or buyers), along with the ability for expeditious analysis and true understanding of commercial dynamics. Legal support for physical and financial trading activities aligns with the speed and complexity of the markets, aspects that Parola Associati is familiar with and manages in the interest of the Client ensuring successful transactions and risk mitigation. The Firm has also played a key role in assisting GSE and various market operators in implementing the “Energy Release 2.0” scheme, thereby positioning itself at the forefront of advising clients on the upcoming gas and biomethane release schemes.

The production of electrical and thermal energy, as well as fuels from agricultural feedstock or urban waste, is a key solution in terms of sustainability and circular economy. This is confirmed both by the approximately 2 billion Euros allocated by the NRRP to develop facilities based on these technologies and by the targets of the new EU Gas Package. Ad hoc incentive schemes and constantly evolving regulations pose both a challenge and a significant opportunity for market operators. Our Firm’s professionals assisted leading Italian operators in the development and construction of projects in this sector, developing pioneering and comprehensive, cross-disciplinary expertise at the complex intersection between regulations and sector contracts (feedstock procurement, construction of plant components, long-term sales of biomethane). The Firm assisted the sellers in connection with the acquisition of a portfolio of five biomethane production plants located in Northern Italy, including the related permits and infrastructure, advising on the legal due diligence and negotiation of transaction documentation. The Firm also advised on the structuring, drafting and negotiation of some of the very first Italian biomethane purchase agreements (BPAs) with hard-to-abate industrial offtakers, in compliance with the “Decreto Agricoltura”.

Energy storage, particularly through batteries, is a new and promising field of development that could transform both the energy landscape and the market design. The implications for the energy sector and renewables are enormous: from the remuneration of grid services to energy trading and financing for storage plants. Generating clean energy for RES combined with energy storage in integrated systems can create a virtuous cycle to effectively address the decarbonization challenge and achieve net zero. By leveraging our in-depth knowledge of the energy markets and regulatory framework, our Firm provides Clients with innovative solutions and enables them to develop new investment models in renewables that also consider storage systems. Specifically, we have been involved in the structuring, drafting, and negotiation of market-first Italian BESS offtake contracts, both on a tolling and profit-sharing basis. In this context, the Firm assisted Metlen in the drafting and negotiation of a BESS tolling agreement with Dolomiti Energia Trading related to revenues optimization from energy trading.

Italian and European energy policies in the last decade have been strongly focused on energy efficiency. “Energy efficiency at the forefront” is indeed one of the fundamental principles of the Energy Union. Implementing these objectives in practical terms involves various operators (ESCos, lenders, end-users, Authorities) and various legal domains (administrative law, corporate law, regulation, urban planning, financial law, PPP). This requires the development of efficient, flexible, and innovative legal solutions. Parola Associati supports operators in this practice to implement their projects, providing a comprehensive and detailed view, along with extensive experience in the most sensitive and complex contractual aspects of the energy efficiency process both for residential buildings and industrial contexts. We also regularly support utilities and infrastructure funds on major ESCo platform and consolidation transactions, in a market phase marked by an accelerating consolidation trend. In this context, our Firm assisted an international infrastructure fund on the largest public lighting transaction in Europe.

Italy has been a pioneering country in shaping new configurations of collective self-consumption, introducing its own experimental regulations even before the implementation of the RED II Directive. The development of these new forms of collective self-consumption is crucial not only for promoting renewable sources but also for the additional benefits to the community in terms of savings on utility bills, boosting land-use development, strengthening social cohesion, and supporting third-sector associations. Our Firm has been involved in establishing the first Energy Communities, both as private and public initiatives also as part of public-private partnerships, and in assessing the most efficient corporate structures (associations, non-profit corporations, cooperatives, and consortia).

The rise of e-mobility in transportation is one of the most significant challenges of the energy transition. In our role as counsels to a wealth of operators in the electric sector, we have been actively involved in the inception and rapid development of this new era in the automotive industry. From investments in charging infrastructure to the design of a new public and private mobility geared towards net-zero emissions, Parola Associati covers all legal aspects of e-mobility. We support operators in development proposals for e-mobility projects, including within the framework of the NRRP. We define cooperation agreements among private operators for technology sharing and infrastructure development. We assist start-ups and larger operators involved in R&D projects in identifying and accessing public grants and private funding for e-mobility initiatives as well as in complex joint-ventures and M&A transactions.

The recent crisis has brought to the forefront of the national energy agenda the need for efficient and responsible use of Italian mineral resources within the Sustainable Energy Transition Plan in Suitable Areas (PiTESAI). The professionals at our Firm were among the first in Italy to handle upstream regulatory and environmental issues and gained a deep understanding of contractual paradigms in the sector (farm-in, joint operating agreements, unitization contracts, drilling contracts) as well as assisting oil majors and independent producers in M&A deals concerning hydrocarbon exploration, drilling, and production assets.

External factors, such as the recent events like the war in Ukraine and the Israel-Hamas conflict, are contributing to a revolution and increased use of LNG (liquefied natural gas). Internal factors in our country are leading the use of LNG, SSLNG (Small Scale LNG), and bunkering systems to become key methods for the utilization, storage, and shipping of natural gas in Italy. The Italian peninsula is naturally positioned to become a European hub for LNG exchange and shipping. This is evidenced by the growing investments in the SSLNG sector and the development of LNG refuelling points through ships (maritime bunkering). Our Firm collaborates with major Italian and foreign players to create a strong supply chain that integrates localized transportation, storage, and sale of LNG. Our Firm assisted Italy’s major gas transmission operator in increasing its equity stake in Adriatic LNG, the owner of the Rovigo LNG regasification terminal as well as in the renegotiation of the shareholders agreement.

The natural gas supply chain, encompassing procurement, transportation, storage, and distribution, is certainly one of the most complex and articulated within the energy sector. In the last decade, it has undergone numerous transformations, correlated with market liberalization, which raised additional issues such as promoting investments, supply security, network access, unbundling, and transportation structure. Our Firm boasts a consolidated experience in regulatory and administrative aspects of the natural gas market. With the expertise acquired over the years and proven experience shown in significant roles within the Board of Directors of the largest natural gas distribution company in Europe, we can provide high-quality legal assistance at every stage of the supply chain, aiming to ensure the best possible outcome for our Clients’ operations and helping them address the new challenges arising from the altered industry landscape.

In an increasingly interconnected EU and extra EU electricity market, it is essential for Italy, given its strategic position, to develop and enhance its local and international electrical network. The Firm, born with a strong international vocation thanks to the experience of its professionals, has always contributed to the development and financing of interconnection lines with foreign countries and to their strengthening (such as the merchant lines connecting Italy to Montenegro, Italy to France and Italy to Austria). Like never before, both private and public investments will need to be steered to ensure the exchange of electricity at cross-border level through a modern, smart, and well-connected power transmission network. The Firm assisted a leading energy operator in connection with the acquisition by Italy’s largest electricity distribution operator of a 90% stake in a newly established special purpose vehicle into which the electricity distribution activities in the provinces of Milan and Brescia had been contributed, for a consideration of approximately €1.2 billion.

The energy crisis, the European drive towards decarbonization (RePower EU, Taxonomy Regulation and “Fit for 55” and “Hydrogen and Decarbonized Gas” packages), and the availability of public funds led to an exponential and promising growth in green and blue hydrogen projects, including in Italy. This subject requires strong interdisciplinary expertise (corporate and contract law, public law, competition, and state aid law), in-depth knowledge of regulatory issues (self-consumption schemes, unbundling, and ETS), and an advocacy attitude towards evolving regulations. Our Firm has demonstrated thought leadership in this sector and has been involved in multiple projects, often true “market firsts”, including the largest CCS project in Europe, a Power-to-Gas pilot project in Sardinia, and the development of “hydrogen valleys” in Lombardy and Sicily.

The risks associated with climate change are among the most damaging in terms of impact. Market operators must assess how their activities impact climate change and how it can affect their operations, markets, and supply chains. COP 28 recently evidenced the need to develop and implement adequate mitigation and adaptation strategies to prevent climate change-related disputes and weaponized reputational attacks in addition to full compliance with EU requirements (e.g. CSRD directive) and “soft law” instruments (e.g. Global Compact). Through a deep understanding of the sector regulations and existing protection measures, including legal remedies, our professionals assist Clients in risk mitigation and assessing opportunities offered by a low-carbon economy including voluntary carbon credits markets.

To promote sustainable development, companies need support in converting their production processes to generate savings and use natural resources efficiently, consistently with the objectives set by the European Commission through the “Green New Deal”. To this end, it will be crucial to implement a strategy promoting the development of innovative decarbonization projects through circular economy processes, also leveraging the resources specifically allocated by the NRRP. Our Firm gained profound knowledge in the fields of sustainability, circular economy, waste management, and clean energy production, enabling us to offer innovative solutions and ensure high-quality legal services. In this realm, the Firm assisted a leading circular economy industrial operator in the negotiation of a framework option and co-development agreement aimed at the development of a wood recycling plant project using material from separate waste collection and, where applicable, from bulky waste sorting, with output including pallet chips and whole pressed pallets. The Firm also assisted the shareholders in the sale of 100% of the share capital of a leading company operating in the management of hazardous and non-hazardous waste.

In recent years, in line with European directives and, more recently, through the National Recovery and Resilience Plan (PNRR), National legislation introduced significant concessions for SMEs to accelerate digital transition and the technological upgrading of production processes, while also allocating substantial resources to public administration, promoting cloud migration and interoperability among public agencies. More recently, the regulatory framework has undergone further developments following the approval of the proposed legislation on data centers (the so-called “Pastorella Law”), which delegates to the Government the task of regulating the organisation, enhancement, and technological development of data processing centers. The initiative is intended to address the current regulatory gap in the sector by recognising data centers as strategic infrastructures for the digital economy and by introducing clearer and more uniform authorisation criteria and procedures to support their development and expansion across Italy. In this context, the Firm advised a pan-European infrastructure fund in the acquisition of a significant stake in an Italian company operating in the B2B telecommunications sector, aimed at the development and expansion of ultra-broadband fiber optic. The Firm also assisted the shareholders on the sale of a data center and the connectivity services platform of an Italian company operating in the digital infrastructure sector, including the real property and the related infrastructure facilities located in the Tiburtino Technopole (Rome), to an operator controlled by an international infrastructure fund, handling the legal aspects and the negotiation of the transaction documentation. The Firm further advised a data center developer in a tender procedure aimed at admitting a new investor into its development platform, with the objective of developing thirty data centers.

The Italian aerospace sector is one of the most advanced in Europe and represents a high-tech value chain with a strategic role in innovation, exports, and skilled employment. Alongside investments in the space economy, ESA programmes also make a significant contribution to the sector’s growth. Law No. 88/25 establishes a stable legal framework aimed at regulating the sector in a consistent manner with international commitments and with both public and private business models. Our Firm’s expertise in international, administrative, transport, energy, and environmental law enables us to assist clients across a range of aerospace activities, including microsatellites, micro propulsion systems, data centers, and logistics. In this context, we are currently assisting manufacturers in the development of microsatellites components for Earth observation.

Increasing attention is also directed towards smart cities, where technological solutions enable more sustainable and efficient services for the benefit of all citizens, across various strategic sectors including transportation, waste management, and the integrated water system. This matter requires diverse professional competencies: administrative law, contracts, intellectual property and GDPR. Our Firm has proven to be one of the leading experts in the sector, providing assistance to numerous infrastructure digitalisation projects, including proposals for public-private partnerships and in the development and M&A deals concerning data canters.

The evolution of the Real Estate sector requires legal advisors with essential regulatory and legislative competencies, making this kind of expertise vital for advanced real estate transactions. Our professionals have built their extensive experience by directly contributing to the evolution of the practice in recent years, particularly in the real estate asset management industry, and by assisting initiatives in the financial products market (such as alternative investment funds - AIFs, SICAVs, REITs). We represent our Clients with a holistic approach, capable of structuring real estate transactions and managing their technical aspects through accurate due diligence activities, and optimizing their financial profiles. Additionally, Parola Associati assists Clients in proposing Public-Private Partnerships (PPPs) for urban regeneration and building redevelopment projects.

The approach to sustainability is essential, given the relevance of specific topics that are now becoming pressing in their urgency. This circumstance will increasingly influence the evaluation, by both Clients and consultants, of both the activities undertaken and future initiatives. The attention to these areas, inherent in the Firm’s professionals due to their outstanding expertise in subjects such as energy, environmental, and public law, permeates constant attention to these themes. This approach is manifested through the understanding of a new language, which requires a flexible approach to familiar topics while viewing them from a different perspective. The Firm ensures a particular focus on sustainability for its Clients, with a cross-sectional approach to the various components of the ESG acronym (environmental, social, governance), providing a coherent response to regulatory expectations, including regulatory practices adopted by the market, as well as self-discipline. Given the decisive role of sustainability issues in assessing the possible impacts and consequences of initiatives to be undertaken, it is essential to provide Clients with the support of consultants capable of offering a careful and coherent assessment of ESG implications. The Firm believes these aspects to be indispensable, not only from a regulatory compliance standpoint, but also to operate consistently with the new relevant context in collaboration with Clients.