A company voluntary arrangement (CVA) is a tool which has been widely utilised by companies seeking to restructure and compromise liabilities.

In recent years CVAs have been in the limelight because of attacks by landlords who feel that they have been unfairly prejudiced by the CVA terms. Largely, challenges such as those to the Regis and New Look CVAs have been unsuccessful, but arguments about unfair prejudice based on “vote swamping” were left open for future debate.

上市公司重整是重整领域的风向标，由于其衔接了资本市场和破产制度两大重要领域，且上市公司具有公众性、公开性和稀缺性等特点，因此受到了广泛的关注，可谓是重整皇冠上的一颗明珠。自《中华人民共和国企业破产法》实施至今，共计103家上市公司实施了重整，其中最近四年的重整案例数量占据了总量的半壁江山并呈现出新的特点，同时亦产生诸多前沿法律问题并在一定程度上推动了现行重整制度和证券监管政策的变革和调整。

一、近年上市公司重整所呈现的特点

1. 顶层政策明确支持。2020年，国务院在《关于进一步提高上市公司质量的意见》中，明确提出“支持上市公司通过并购重组、破产重整等方式出清风险”。在实务中，近年来证监会对上市公司重整受理的审查政策适度宽松。主要表现在证监会对于上市公司违规担保、资金占用等问题，有条件地允许其在重整程序之中解决，而此前证监会原则上要求上市公司在进入重整前解决此类问题，致使很多存在违规问题的上市公司对重整脱困之路只能“望洋兴叹”。

Can a liquidator run an unjust enrichment claim to seek to recover PAYE and NIC liabilities from a company’s directors arising from the company’s use of a “disguised remuneration” employee benefit trust (“EBT”) scheme? Based on the findings of ICC Judge Barber in the case of Re Ethos Solutions Ltd, the answer is “no”.

EBTs: Background

On Sunday evening, March 12, 2023, the US Department of the Treasury, Board of Governors of the Federal Reserve Board (Federal Reserve) and Federal Deposit Insurance Corporation (FDIC) released a joint statement announcing various actions to stabilize the US banking system, in light of the widely publicized failures of Silicon Valley Bank (SVB) and Signature Bank (Signature Bank), each of which was closed by their respective state chartering authorities, with the FDIC appointed as receiver.

An all too typical fact pattern involves a small-time ne’er-do-well infringing on the rights of a much bigger corporation. When the corporation is forced to bring a lawsuit, the “little guy” infringer cries poverty and seeks a settlement. An oft-used tactic of corporations is to settle the matter quickly (and before too much in attorneys’ fees has been incurred) for a relatively modest sum (or even no money at all) while also including a mechanism by which any breach of the settlement agreement triggers the filing of an agreed judgment for a large sum of money.

Supply chains are facing a fresh barrage of challenges. There are an almost infinite variety of issues that can arise within the supply chain. Minor irritants that historically may have just made business a bit more difficult to transact can, in the current environment, cumulatively exert significant pressure. Additionally, an over reliance on a third party or failure to spot the weakest links in this chain could have a catastrophic impact on your business

In our latest insight, we consider how to identify pinch points in your supply chain and de-risk them.

山东胜通集团股份有限公司（以下简称“胜通集团”）债券信息披露违法案是证监会2021年证监稽查20起典型违法案例之一，相关中介机构均被行政处罚，备受资本市场关注。日前，青岛市中级人民法院（下称“青岛中院”）对“胜通债”虚假陈述诉讼案作出一审判决。

本案系北京金融法院“大连机床”判例后债券虚假陈述诉讼领域的又一经典判例，一审判决诸多亮点值得点赞：（1）新《证券法》实施后全国法院首例认定债券虚假陈述造成的债券投资损失应为投资差额损失而非债券票面本息；（2）全国法院首例在债券虚假陈述案件中剔除系统风险和非系统风险所致债券投资损失；（3）充分考察债券价格、交易量变化，突破性地认定发行人“澄清公告”发布日为揭露日；（4）创新性地认定案涉债券市场并非有效市场，应以破产清偿金额来确定债券基准价。

该案判决对债券虚假陈述投资损失的认定，标志着我国债券虚假陈述损失的司法认定思路已开始理性回归“损害填平”的侵权责任本质。此外，该案判决对债券虚假陈述揭露日和基准价方面的认定，进一步丰富了人民法院审理债券虚假陈述专业性问题的实践，积累了宝贵经验，具有相当的前沿性和示范性。

Where a commercial property is sold by a receiver or insolvency practitioner (IP), VAT must be charged on the sale if the owner had exercised and properly notified an option to tax (OTT) in respect of the property. The IP acting on behalf of the seller needs to establish whether an OTT has been made and notified so that VAT is charged , if needed.  This can be difficult if company records are in disarray, directors of the insolvent company are non-cooperative and/or the IP or receiver has limited knowledge of the property and company.

The new year has seen a rapid pace being set in terms of anticipated and actual legislative, regulatory and common law changes across Australia’s restructuring and insolvency regimes. The federal government’s inquiry into restructuring and bankruptcy laws is ongoing against a backdrop of sustained monetary policy interventions.

Following the sanctioning of the Good Box restructuring plan (RP) it seems the answer is yes. This might sound surprising to those familiar with schemes of arrangement, because that outcome is at odds with the long-standing decision in Re Savoy Hotels.

For those less familiar with schemes and scheme case law, the court declined to sanction the Savoy scheme because the company did not approve it, consequently the judge found that the court had no jurisdiction to sanction it.