It is essential to establish first if participating companies are under a control relationship and of the same corporate group

Two recent cases examine whether, given the impossibility to liquidate a company due to a corporate deadlock, a court can invalidate certain resolutions at the request of one shareholder.

Cancellation of debt a key element of most restructurings generally triggers taxable income. The German tax authorities had issued an administrative decree (the "Tax Restructuring Decree" - Sanierungserlass), however, declaring that, upon the satisfaction of certain requirements and conditioned on forfeiture of any loss carry forwards, the cancellation of debt income ("CODI") would not be taxed.