As the outbreak of COVID-19 continues to develop, unprecedented issues are affecting the private equity industry. We have identified certain challenges both on a fund and portfolio company level, and measures that will be implemented by the Dutch government that can help you and your portfolio companies to survive the COVID-19 crisis.

Would you like to view the most important topics, measures and tips we have selected and our dedicated private equity team? Read the pdf-file below.

In ordinary business circumstances, the directors/managers of a Luxembourg company have a duty to file for bankruptcy within one month of the meeting of the two criteria for bankruptcy (under threat of criminal sanction) – this is the so called “Insolvency Filing Obligation”. The two parts of the test for bankruptcy are: (i) cessation of payments (or so called missed creditor payment) and (ii) loss of creditworthiness.

Introductory remarks

The coronavirus (COVID-19) is currently causing concern and uncertainty and poses challenges to companies and individuals alike. A number of legal issues are also emerging, whether in relation to contractual obligations, labour law matters or corporate law aspects. This article aims to highlight the most important points from a Swiss law perspective and to clarify legal issues in the elaboration of possible courses of action.

1. Commercial contracts

1.1 Force majeure

Last week, the Government announced a number of measures to provide financial support to businesses struggling with the impact of COVID-19, including two new Government-backed funding schemes.

Addleshaw Goddard is monitoring those measures closely, with our latest updates found here.

Notwithstanding, it is inevitable that we will see more companies collapse over the coming months, as they struggle to cope with the indefinite business disruption.

Certain governments have taken (extensive) measures to help businesses and its employees. This leads to an entire new and unprecedented market situation and results in sometimes unprecedented legal issues which require swift but thorough assessment, both from a national and cross-border perspective. To provide companies and its directors with some general guidelines in these times of uncertainty, our international Restructuring and Insolvency team has prepared an overview of certain pressing legal issues.

Right to carry out profit-making activities without limitation

Under the regime provided for by the Belgian law of 27 June 1921 (the Law of 1921), INPAs are prohibited from carrying out industrial or commercial operations unless the latter remain ancillary to their non-profit activities.

Systems Building Services Group Ltd, Re [2020] EWHC 54 (Ch)

Liquidation is not a panacea for the relevance and application of directors' duties. A practical example of which involves a director of a company in insolvency procuring and agreeing to an off-market sale of a property to himself by a rogue IP at a price which he knew to be a significant undervalue.

The liability of directors of major organisations receives wide coverage in the press. Examples (in the Netherlands) are Imtech, HDI, FC Twente, Vestia, and Meavita. But the subject really concerns directors of all legal entities, large and small. In this issue of Quoted, we refresh your knowledge of directors' liability and address recent developments, such as case law on `corporate directors' (legal entities which are appointed directors of other entities), the Bill for Management and Supervision of Legal Entities and the General Data Protection Regulation (GDPR).

In de pers gaat het veelal over de aansprakelijkheid van bestuurders van grotere organisaties zoals Imtech, HDI, FC Twente, Vestia en Meavita. In werkelijkheid gaat dit onderwerp bestuurders aan van alle rechtspersonen: van groot tot klein. Met deze Genoteerd frissen wij uw kennis op over de aansprakelijkheid van bestuurders. Wij staan ook stil bij belangrijke relevante recente ontwikkelingen, zoals rechtspraak over de zogeheten rechtspersoon-bestuurder, het Wetsvoorstel bestuur en toezicht rechtspersonen en de Algemene verordening gegevensverwerking.

The recently published Pension Schemes Bill provides for major extensions of the Pensions Regulator's powers, including the creation of new criminal offences which are very broad in scope and could potentially catch a wide range of people. Whilst the Bill is not set to become law this side of the general election, it seems likely that a future government will seek to enact the measures contained in the Bill, many of which are likely to command cross-party support.