Share purchase agreements often include indemnities or covenants to pay designed to protect the buyer for a period after completion where some unquantifiable liability is anticipated that will impact on the value of the company being acquired. This is particularly so in the case of unpaid tax.
The Supreme Court of Canada’s decision in (Re) Indalex has changed the landscape for both lenders and borrowers in Canada who sponsor registered defined benefit pension plans. For lenders, carefully drafted loan documentation and effective planning can enhance the protection of a secured lender’s position in the face of the broadened scope of a deemed trust applicable to a borrower’s defined benefit pension obligations.
On 18 January 2013 the Law of Ukraine on Introducing Changes to the Law on Restoring Debtor Solvency or Declaring Bankruptcy (the “New Bankruptcy Law”) became effective. The new Bankruptcy Law introduces a number of important changes to the bankruptcy procedure in Ukraine.
In (Re) Indalex, the Supreme Court of Canada (SCC) affirmed the super-priority of the security granted to a debtor-in-possession (DIP) lender, over a deemed trust created under provincial pension legislation, in the context of a Companies’ Creditors Arrangement Act (CCAA) proceeding. The SCC’s analysis leaves open further issues.
Es war eine immer häufi gere Praxis der Gläubiger, grundlose Insolvenzanträge zu stellen, um einen Konkurrenten vom Konkurrenzkampf zu eliminieren. Auf diese reagiert die Novelle des Insolvenzgesetzes, die am 1. November 2012 in Kraft trat.
Poland – protective and secondary insolvency proceedings can run in parallel in different Member States
Secondary insolvency proceedings may be begun in the member state where the debtor has an establishment, when main proceedings with a protective purpose are already pending in another member state, according to the ECJ.
Protective proceedings (known as ‘sauvegarde’ proceedings) are those where the debtor proves that he is not insolvent but is faced with difficulties, financial and otherwise, that he cannot overcome.
In Re Sino-Forest Corporation1, the Ontario Court of Appeal upheld the interpretation of “equity claims” employed by Justice Morawetz of the Ontario Superior Court of Justice (Commercial List).
When a tenant goes into liquidation and its liquidator surrenders the lease what effect does this have on any obligations to remove any alterations that the tenant has made during the term and generally reinstate? The high court has recently decided that the terms of a surrender that released both parties from rights arising “on or after, but not before, the date of this surrender” were sufficient to release the tenant from its obligations to reinstate the premises because these obligations were future obligations.
The Czech Parliament passed an amendment to the Code of Civil Procedure (Act No. 99/1963 Coll., as amended) and the Act on Execution Procedure (Act No. 120/2001 Coll., as amended). Most of the provisions of the new legislation will be effective as of 1 January 2013. The amendment will, among other things, significantly modify the rules on enforcement of claims in the Czech Republic, as it changes some of the existing methods of enforcement under Czech law as well as introducing new ones.
A proposal to alter the guaranteed recovery of payments due to employees and workers when their employer becomes insolvent has been filed with Parliament.
The Labour and Social Policy Commission’s proposal aims to increase the protection for some employees and make it easier for them to recover any pay they are owed.
At present, the guarantee extends to all current and former employees and workers (whose contract was terminated during the last 3 months prior to insolvency), but is limited to 3 months’ earnings in the 6 months prior to insolvency.