With effect as per 1 July 2013, the Austrian legislator has enacted an amendment to the Limited Liability Companies Act (GesRÄG 2013) providing primarily for a de-crease of the minimum share capital to EUR 10,000, as well as a decrease of the formation costs. These changes are aimed at maintaining Austrian limited liability companies’ competitiveness in comparison to other European limited capital compa-nies and to fostering the formation of new limited liability companies also by small service providers.
Since the entry into force of the Financial Collateral Act of 15 December 2004 (the "Collateral Act") implementing Directive 2002/47/EC on financial collateral arrangements as regards linked systems and credit claims (the "Collateral Directive"), financial collateral arrangements have benefitted from increased flexibility and legal certainty in Belgium.
Liquidators were appointed over Fairfield Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda Limited (together “the Funds”) by orders of the BVI High Court dated 21 July 2009, 21 July 2009 and 23 April 2009 respectively. Fairfield Sentry Limited was the largest “feeder” fund to Bernard L Madoff Investment Securities LLC (“BLMIS”) and invested approximately 95% of its assets with BLMIS. BLMIS was placed into liquidation proceedings in the United States in December 2008, after it was revealed that Bernard Madoff operated BLMIS as a Ponzi scheme for many years.
On Friday 21 October 2011, the Bankruptcy Court in the Southern District of New York handed down an important decision, confirming that foreign (groups of) companies can use Chapter 11 without any significant threshold as to their nexus with the United States. This may be good news for corporates that seek to use Chapter 11 for restructuring their business or capital structure.
It is now clear that even very limited property in the U.S. is sufficient to qualify for a reorganisation through Chapter 11.
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Liquidation procedures
Eligibility
What are the eligibility criteria for initiating liquidation procedures? Are any entities explicitly barred from initiating such procedures?
In a landmark decision, Düsseldorf Higher Regional Court clarified that general managers cannot rely on their D&O insurance cover in the event of claims for repayment by an insolvency administrator under Section 64 German Act on Limited Liability Companies (Case I-4 U 93/16).
Das Oberlandesgericht Düsseldorf hat in einer Grundsatzentscheidung klargestellt, dass sich ein Geschäftsführer im Falle von Rückforderungsansprüchen eines Insolvenzverwalters gemäß § 64 GmbH-Gesetz nicht auf seinen D&O-Versicherungsschutz berufen kann (Az. I-4 U 93/16).
Hintergrund war der alltägliche Fall, dass ein Geschäftsführer Zahlungen geleistet hat, obwohl das Unternehmen bereits insolvenzreif war. § 64 GmbH-Gesetz regelt, dass ein Geschäftsführer persönlich für Zahlungen, die die Gesellschaft trotz Zahlungsunfähigkeit oder Überschuldung geleistet hat, einstehen muss.
On 9 October 2009, a three-judge panel of the Supreme Court issued a judgment (file no. IV CSK 145/09), in which it ruled that the Polish legal system provides for the possibility to secure claims under a parallel debt (created under foreign law).
Facts of the case
According to article 11 of Poland’s Bankruptcy and reorganisation law as of 28 Feb-ruary 2003 (Journal of laws 2009, No. 175, position 1361, as amended), a debtor who is a legal person (including, in particular, a limited liability company) is considered to be insolvent when the value of its liabilities exceeds the value of its assets, even if the debtor continues to pay its liabilities (balance sheet insolvency).