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

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.

The COVID-19 pandemic has caused unprecedented economic disruption, creating sudden financial distress across industries. Companies are now facing impacts ranging from a dramatic decline in revenue of uncertain duration, to potential setbacks to M&A transactions, to delayed or canceled financing rounds.

With even some previously well-performing companies potentially entering the so-called zone of insolvency, it’s important to review the fiduciary duties owed by directors and officers and how discharging those duties may change in the face of financial distress.

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.

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.

Each year amendments are made to the rules that govern how bankruptcy cases are managed — the Federal Rules of Bankruptcy Procedure. The amendments address issues identified by an Advisory Committee made up of federal judges, bankruptcy attorneys, and others. The rule amendments are ultimately adopted by the U.S. Supreme Court and technically subject to Congressional disapproval.

Only A Few Rule Amendments This Year. Unlike previous years, there are only four rule amendments expected to take effect on December 1, 2019. Here they are:

Op 7 juni 2019 heeft de Hoge Raad uitspraak gedaan in een procedure over de niet-voortzettingseis in de liquidatieverliesregeling die Loyens & Loeff namens een cliënt heeft gevoerd tegen de Belastingdienst.