INNOVATIVE TOOLS FOR THE DEVELOPMENT OF CITIES '
INTRODUCTION
were difficult years for the towns close to balance between the needs and demands of revitalizing the economy of their city.
What can the City put in place for an actor to be aware of the process of transformation and revitalization of the city in action:
1) A plan overall policy of the City expanded discussed and defined with the whole city;
2) A review and restructuring of all its internal organization;
3) The redefinition of a strategic plan of the acquired company and its system of government;
4) The its real estate assets and securities as a possible contribution in lieu of money in development operations;
So then it comes to innovation and forms of participation through the use of financial instruments not very usual for local governments.
We see real estate funds and real estate investment company that may be important tools to develop projects from the perspective of urban della città vedendo al loro interno il coinvolgimento di imprenditori, dei Comuni, di soggetti finanziatori.
Il Comune potrebbe apportare uno più immobili a un fondo e prevedere il coinvolgimento su questo di tutti gli attori interessati a un certo progetto.
Fondo immobiliare
Una soluzione di valorizzazione di recente adottata da vari enti, non solo territoriali, è il Fondo immo¬biliare ad apporto.
Essa consiste nella creazione di uno o più fondi comuni di investimento immobi¬liare attraverso l’apporto del portafoglio individua¬to o di sue parti a fronte dell’emissione da parte di un “veicolo”(il Fondo stesso) di quote di parteci¬pazione e del loro successivo collocamento presso institutional or retail investors, and possibly the man ¬ Tenimento by the entity for part of the quo ¬ yourself.
The number and type of funds from ¬ Tuire costs depend on the nature of the buildings with ¬ hurt, or the social / public of the same element that can clearly affect the viability of the fund (keep in mind that the typical ¬ ' Erp gives lower market value at ¬ operation, but high content "industry").
This is a rather complex, but ensures that, if properly conducted, the compliance with a number of issues very desirable, especially in real estate, such as, transparency, the possibility of maintaining at least part of the gov ¬ ernance of the fund and the actual value of the pa ¬ heritage property or real estate transactions.
This will involve partner / advisor, an asset management company spe ¬ cialized in the real estate market, one or more persons ¬ projects financed from the Fund and a subject ¬ er neck shares the same that you possibilmen ¬, should be selected through a public procedure, either in the selection of these various entities can delegate ¬ verse of the operational functions of management, funding and placement of a single operator, the asset management companies, which promise to identify appropriate counterparts if ¬ addresses provided by the condo. In this case, the pro ¬ cess it certainly will benefit from the perspective of transaction costs and overall efficiency, but at the expense of transparency and possible ¬ ity to govern the various aspects of the operation, co ¬ me it would be desirable, since the public heritage.
The complexity and commitment required in coordinating ¬ tion of all subjects and skills involved ¬ times, however, endured in the face of a number of opportunities are not negligible.
These include the possibility of keeping the head entity of a package quote 'inside' ¬ for the financial year and particular rights of governance aimed at providing adequate social safety
In brief, the most important advantages of the so ¬ lution property fund are good economic evaluation ¬ it is generally possible to obtain ¬ re than market value though granted, the good-side participation in the UPA is derived from ¬ valorisation, the ability to maintain the desired level of governance and the tax advantage. Against this background it is clear that this is an opera ¬ tion of considerable complexity, and that necessarily entails ¬ you involve other people (Sgr, distributor, financier). In terms of the tem ¬ Pistici wrong neglected the needs of authorized ¬ tions by the Bank of Italy which must approve the regulations.
Once the preliminary due diligence and internal operation of the scheme approved by the decision-making bodies, then a timing ¬ cannot for the establishment of the property while grains ¬ be the following.
• 10 weeks for the selection of Sgr, the fi ¬ nanziatori fund and placement;
• 6 weeks for the establishment and closure of ¬ the act of contribution of property;
• 7 weeks for the preparation of the Information ¬ tion memorandum, compilation of data room and documentation for the tender;
• 7 weeks for phase presounding at the market, collecting expressions of interest and subsequent selection of investors will be concerned with which signed a confidentiality agreement;
• 7 weeks for further due diligence by investors and accredited collection of ¬ binding offer;
• 6 weeks for receipt of bids win ¬ tain to possible negotiation of contractual conditions with ¬, ¬ closure of the contractual documentation and the final signing of the deed.
In this indicative timetable, which covers the cost ¬ ment of the fund and the market placement of shares thereof, shall be added to the phase un'eventua ¬ "Management" that can vary in important measure on the basis of different situations.
This phase can occur when, for exogenous reasons such as adverse market conditions, difficulties in finding a suffi ¬ cient number of investors to close the book, diffi ¬ culty in obtaining a satisfactory price for the shares with ¬ locamento it is not possible to locate the entire package on time. Please note that during any such period of management, the institution will receive the dividends arising from the maintenance of fund units to their placement.
The main procedural steps of establishing a property fund
deliberative processes
Once limited the scope of real estate on which to operate and therefore selected ¬ tion the work to be concluded, the agency shall submit to the Committee a draft resolution to be submitted to the Council next ¬ mind, which is described and detailed mind ¬ allowed the transaction in its entirety (identification of the im ¬ mobile portfolio, the sale of property, choice of instru ¬ ment of the fund, etc...) The resolution of the Board, if any, will be preceded by subscription ¬ tion of a Memorandum of Understanding between the partners and the entity where the technical specifications are also provided about the involvement of any consultant / advisor. The selection of
Sgr should preferably be re ¬ through a public procedure or by negotiated procedure with prior publication of the ban ¬ give notice as required by the procurement code. With regard to the placement, although the selection ¬ tion can be based on an informal procedure for the financial service on ¬ the issue, purchase, sale and transfer you ¬ ters or other financial instruments is one of the services excluded from ' application of the Procurement Code (see Art. 19, c. 1, Lett. d), the institution must conduct an internal assessment on to the 'opportunity to proceed with notice or public procedure, such as private treaty after gara uffi¬ciosa. La delicatezza dell’incarico e la tipologia del soggetto, che deve necessariamente essere un ope¬ratore finanziario abilitato, suggerisce infatti di usa¬re la massima cautela nella scelta della procedura di selezione, anche al costo di un allungamento dei tempi. Come si accennava sopra, una valida alter¬nativa potrebbe essere quella di dare mandato alla Sgr di selezionare un collocatore sulla base di indi¬rizzi forniti dall’ente ed approvati tramite delibera di giunta.
Approvazione del regolamento del Fondo
Sebbene la selezione sia indirizzata alla scelta di una Sgr che sia già in possesso dell’autorizzazione alla gestione collettiva del risparmio ex art. 34 Tuf, e quindi sia dotata di fondi i Regulations which have already been approved by the Bank of Italy, you may need to make a series of amendments to regulation under the circumstances in which the transferor is a public entity. Such changes need the approval of
the Bank of Italy, which, by law
within 90 days, may authorize or deny authorization to the requested changes. In practice, however, for the assistance on regulations already approved, the car ¬ authorization is normally issued within a shorter term it ¬. Identification of the subject
lender
The subject or subjects, which will finance the fund can be selected directly by the fund manager or distributor, who will proceed on the basis of guidelines provided by the body and approved by resolution of the junta. In this case, for reasons of transparency, the subject will be picking in each case must be re ¬ institution account of the stages of implementation of the selection process ¬ so. The conditions under which the funding will be found (which usually makes me a ¬ mum of 40% to a maximum of 60% of the overall contribution to the bottom of buildings) re ¬ Sultan extremely important because they result in serious financial burdens on day management of this fund. In view of the finances ¬ tion is usually required for the issue of adequate security, often ¬ represented by the same real estate transaction.
Contribution of property to the Fund and the choice of evaluator
The operation of the property that the institution provides contributions to fund a portion of the portfolio of properties identified. Given the contribution the Fund issues two classes of shares subscribed by the body: a category is made up of ordi ¬ nary shares, the other to share "insider" with special governance rights related to social ties established by the body. The contribution of property to fund its start-up ¬ on the basis of an evaluation conducted by an independent lutatore ¬ is normally chosen by Sgr.
Placing on the market shares ordinarie
L’obiettivo della fase di collocamento è di massi¬mizzare il ricavo complessivo che dipenderàdalle offerte che il collocatore sarà riuscito ad ottenere dal mercato degli investitori. Nel corso dell’intera fase di collocamento, il collocatore dovrà relazio¬nare l’ente dell’attività di indagine di mercato e rac¬colta delle manifestazioni di interesse (redigendo un piano di collocamento), nonché della successiva fase di negoziazione con il/i soggetti selezionati. Il piano collocamento presentato, che dovrà contene¬re un’indicazione del prezzo di vendita o quanto meno di un intervallo di valori di riferimento per la sua determinazione, dovra` essere approvato dalla giunta as well as the final sales price.
To minimize the risk of total or partial failure of the issue of ordinary shares, some ¬ body grains require the placement of sub ¬ toscrizione a commitment to stop them. This will clearly depend on the type of portfolio and some tere ¬ negotiating entity. It is understood that the op ¬ tion will necessarily reflected in the com ¬ missions placement to be negotiated with the place ¬ tor.
real estate investment company listed on
A further enhancement solution is to create an investment company im-listed securities (SIIQ) which confer the por ¬ portfolio and real estate which is provided the con-locamento at least 49% of the shares in the market ¬ to, preferably while the share of May ¬ majority (51%) in the head entity.
Given the type of transaction, which is strongly oriented to transparency and multi ¬ ta typical of op ¬ tions of private-market, there should no ¬ the ¬ placement happen to a multiplicity capacity of investors, also belonging to very diverse categories. In particular, a structure that is considered optimal expected that about 2 / 3 of the ca ¬ chamber pot (so about 35%) is placed, for shares of small to estab ¬ tutional investors (eg pension funds, companies insurance, other types of funds) and possibly for retail investors.
The remaining 15% will be es ¬ evenings located at a small group of strategic institutional investors ¬ bulls.
As in the case of the property, in addition to al ¬ Cuni tax advantages, this solution presents a considerable number of positive aspects such as: increasing the profitability of the heritage ¬ um, can benefit from the prize value at ¬ tual net expressed by market, maintaining control decision-making, but is rather complicated sa es ¬ ¬ latata and temporally, especially in relation to the status of its listing on ¬ and the process of identifying and appointing the management of that SIIQ should clearly be endowed with great powers in the field of real estate and particularly in the management of a company that invests in that area.
Given the large number of potentially controversial aspects of the OR to be approved ¬ Gano of decision that involves a transaction of this magnitude must not be overlooked the need for a strong and widespread commitment within the institution with respect to ' ultimate goal.
The main advantages of this choice remain dun ¬ ¬ que largely confined to increasing the profitability of real estate compared to baseline, thanks to the dividends that the agency will presu-mibile to perceive. The degree of retention of control in decision-making is rather at odds function that will not place: in this context, the decision may be controversial ¬ known as the face of strong interest from the market for subscription, may not es ¬ unique evening the choice of maintaining the 51% majority. This is, again, a decision that will depend on the price that you can check the market and the type of real estate transaction.
The sore point of this solution are evident ¬ mind the timing, especially in relation to the status listing that requires a lot of formal requirements and can be very long, expensive and the outcome uncertain.
the need to re ¬ perish appropriate for a management company with specific expertise quo ¬ tata not complete the simple framework. An indicative timetable for
operation of this kind can be identified in at least 12-14 months in relation to the listing procedure which makes the process particularly challenging. It is believed needed:
• 8 weeks for due diligence suc ¬ cessive detailed preliminary assessment internal
• 20 for the preparation of documents for the listing, the valuation of the company is positioning its bit ¬;
• 6 weeks preparation for the analysis presented ¬ tion;
• 7 settimane per il contatto con gli investitori;
• 7 settimane per il conferimento degli immobili alla SIIQ, il road show ed il book building;
• 5 settimane per il pricing e la quotazione. Laddove non vi siano specifici vincoli di propedeuticità tra le varie fasi/adempimenti essi possono prevedere anche alcune fasi temporalmente sovrap¬poste, il che può ridurre la tempistica complessiva di qualche settimana.
Conclusioni
Non dobbiamo fuggire dalla complessità ma accettarla e confrontarci con essa per questo ci servono strumenti nuovi che permettano di coniugare diversi interessi e convogliarli verso lo sviluppo delle città, consci sia che non esistono strumenti perfetti ed esaustivi sia che only innovating and experimenting you can go out winners from these difficult years.
0 comments:
Post a Comment