Al fine di mantenere la sopravvivenza e la proattività delle imprese durante la crisi coronavirus, in data 1^o aprile 2020 l’Autorità Garante della Concorrenza e del Mercato (AGCM) ha adottato una comunicazione[1] sull’interpretazione dell’art. 103 del c.d. “Decreto Cura-Italia”[2], con la quale vengono sospesi i pagamenti delle sanzioni tanto in materia di concorrenza quanto di tutela del consumatore.

With respect to the dynamic course of events regarding COVID-19 – commonly known as the coronavirus – we address the threat of insolvency and related liability of the statutory bodies (Directors) and provide a list of practical mitigating steps

Introduction

Clearly there are some major economic challenges ahead.

Many businesses may be able to withstand the challenges ahead but it may very well be that their trading counterparties (whether suppliers, customers or other stakeholders) will not. Whilst these times can represent an opportunity for some, such as potential acquirers (whether of businesses, assets or distressed debt), in most cases, the climate represents a threat to businesses.

Merger control rules are still fully applicable in times of crisis. Any transactions that (i) lead to a change of control over a business or a part of a business on a lasting basis; and (ii) trigger the jurisdictional thresholds in the EU or a Member State’s merger control regulations, are still considered “reportable transactions” that require prior clearance.

1. Contextul general și legislativ

În considerarea evoluției situației epidemiologice internaționale determinată de răspândirea Coronavirusului, care a determinat declararea pandemiei de către Organizația Mondială a Sănătății¹, la data de 11 martie 2020, a fost adoptat Decretul nr. 195/2020 privind instituirea stării de urgență pe teritoriul României („Decretul”)².

1. The general and legal context

In view of the evolution of the international epidemiological situation caused by the spread of Coronavirus, which determined the pandemic declared by the World Health Organization, on March 11, 2020, the Decree no. 195/2020 on imposing the state of emergency on the territory of Romania (the "Decree")¹ has been adopted.

Introduction

Introduction

The immediate focus for Britain’s authorities when dealing with the COVID-19 pandemic has been, quite rightly, to secure the best possible health outcome for the greatest number of people.

Subsequently, following a wave of concern regarding the best way of maintaining the financial status-quo for (i) businesses, (ii) employees, and (iii) individuals, the UK government announced an unprecedented series of assistance programmes, designed to counter the impact of previously unknown, and unquantifiable, distress.

The Act on the confirmation of private plans (Wet homologatie onderhands akkoord or WHOA) was submitted to the Dutch parliament last year and, once adopted, introduces a framework under which tailor-made (financial) restructuring plans can be implemented outside formal insolvency proceedings.

The WHOA combines elements of the English Scheme of Arrangements, US Chapter 11 and the EU Restructuring Directive (EU 2019/1023).

The following is an overview of the WHOA's most important features.

The procedure

This briefing looks at the potential impact of the coronavirus COVID-19 on businesses and examines steps that can be taken by stakeholders and directors to recognise, manage and mitigate the risks. In particular, we look at: the potential impact on businesses; managing insolvency risk; considerations for directors; and considerations for lenders.

Global outlook for the coronavirus situation