5. The Complicated Race to Closing Pt. 1

If one thing has been made clear in this process, it is that we all cannot wait to be fluent in Italian. Everyone with whom we have worked so far has been incredible with their ability to speak Italian and English, but with what I call “the peculiar intricacies of Italian bureaucracies” that others have referred to as “Hell, but in paperwork form,” there is some nuance that gets lost in translation, and it is this nuance loss that will surely result in matching peptic ulcers for all of us.

We won the auction on December 4th and the race to the finish—closing on the property—was on. We had 46 days to complete everything necessary in order to close on our new dream property. But we were confident! After all, we had just won an auction, and winning is what one wants to do, generally.

After learning that we had won, we started discussing when we should buy tickets to move our lives over to Italy. But we were unclear when we would actually close on the properties and get the keys in our hands, and when we should actually pop a bottle of Prosecco and get excited about our new project.

We spoke to our attorney, for clarity. He informed us that the closing process must happen within 60 days, and most importantly, we must pay the courts our total bid amount within that 60 days, or else we lose our deposit and potential ownership of the property.

This very much seemed like the opposite of celebrating.

What did he mean, lose? We just won! We were winners! But really, what did he mean by lose our deposit? Was there some world where we would pay the full amount and then not own the property? Our American brains were scrambling to latch onto anything that made sense. Something was being lost in translation, it had to be.

Spoiler alert: it was not being lost in translation. We discovered that this was not a straightforward foreclosure. Instead, this property was deemed a “special circumstance” whereby the courts don’t actually own the property, but were instead requiring the previous owners to sell the property to settle debts.

This very important nuance meant the onus was on us to pay the full sale amount within 60 days or lose any rights to being ABLE to own the property. Anyone with a right to oppose the sale could at any point file an opposition with the courts. This could tie the sale of the property up for months or years. But if we did not pay the full amount, we would not have any grounds to fight for it.

Which meant we could pay all of our money, legally be entitled to move in, and still not have any actual ownership rights. For years.

This was not ideal. We were hoping for something a little more ‘we give money and we get things for that money.’ Not whatever this was.

Our lawyer seemed completely unconcerned by this, however, so we decided to follow his lead and be confident that it would all work out. We just needed to keep moving forward.

So we scheduled a conference call with our attorney to find out what else we needed to do. Like with any sale of any property, we were prepared for a few things. Signing documents? Paying fees? In fact, there was a list of things to do.

And the list was…extensive. The list could put a CVS receipt to shame.

THE LIST

• Hire a specific type of professional farmer called an agronomo

• Complete a farm verification project

• Provide our farm verification project to the government and our notaio

• Find a specific type of licensed farm entrepreneur called a IAP (pronounced yap)

• Hire the IAP to our board of directors (ideally for a fair salary)

• Register as an agricultural company with multiple government agencies

• Because fixtures are not default included in real estate sales in Italy, negotiate a private agreement with the sellers to buy the things not included in the auction such as the light fixtures, flooring, and toilets

• Purchase property and liability insurance

• Purchase directors and officers insurance

• Hire our first employee (also figure out how employment works in Italy and what fair wages are)

• Register with tax entities and prepare for making payments for our first employee

• Have our notaio prepare the closing deed and all related paperwork and calculate what taxes we owe at closing

• Assemble the board of directors

• Have several meetings with the board of directors to authorize the hires and payments

• Buy euros and wire over to our Italian bank account

• Prepare cashier’s checks for closing day

And the most important of all:

• Make sure all parties show up to our notaio’s office in Siena at the right time so we can actually close on the property

After all, the list may be long, but how hard could it be?

As a reminder, this was early December when we received all of these directives, which meant the holidays were coming up. One thing we were told repeatedly about Italy is that no one works in August, and no one works in December.

Our attorney assured us that he had a good team, and they would work diligently to close the deal for us. It was our job to do the same.

But then we got the call with more bad news.

“There is opposition to the sale,” our attorney told us. Unbeknownst to him, there had been legal opposition for a while, and after uncovering this new detail, it was surprising to everyone involved that the auction had even taken place.

“What does that mean for us?” we asked. “Nothing, probably,” our attorney said. “Or something. I will find out.”

To be continued.