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    No soup for you: derivative actions concerning Delaware limited liability companies
    2011-09-13

    The opinion issued by the Delaware Supreme Court (the “Court”) in the matter of CML V, LLC v. Bax, No. 735, 2010 (Del. Supr. Sept.

    Filed under:
    USA, Delaware, Company & Commercial, Corporate Finance/M&A, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Legal personality, Fiduciary, Statute of limitations, Board of directors, Limited liability company, Standing (law), Secured creditor, Derivative suit, Court of Chancery, Delaware Court of Chancery, Delaware Supreme Court
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Undersecured mortgage holder may receive fees and costs in arrearage cure
    2010-09-20

    On September 15th, the Sixth Circuit resolved a conflict among the district courts within the circuit. It held that a bank holding the undersecured home mortgage of a Chapter 13 debtor who is in arrears at the time of filing, is entitled to receive under the Chapter 13 bankruptcy plan fees and costs in the arrearage cure. Deutsche Bank National Trust Co. v. Tucker.  

    Filed under:
    USA, Banking, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Bankruptcy, Debtor, Mortgage loan, Deutsche Bank, Sixth Circuit
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Electronic filings and actual notice
    2010-02-01

    On January 28th, the Ninth Circuit addressed the issue of whether a Chapter 7 bankruptcy trustee had actual notice of an unrecorded refinanced mortgage when the bankruptcy petition was electronically filed simultaneously with schedules listing the mortgage as a secured debt. The Court held that the trustee lacked actual notice. The Court found that the filing of the petition was a separate event from the filing of the schedules. The trustee was therefore a bona fide purchaser for value without notice and under state bona fide purchaser law, the trustee could avoid the unrecorded mortgage.

    Filed under:
    USA, Banking, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Debt, Mortgage loan, Deed, Good faith, Refinancing, Conveyancing, Secured loan, Ninth Circuit, Trustee
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Focus on Tax Controversy - November 2020
    2020-11-19

    In the wake of the recent economic downturn caused by the COVID-19 pandemic, there will likely be a sharp rise in bankruptcy filings by businesses seeking to obtain relief from the burdens of excessive debt.1 1 Winston & Strawn’s Tax Controversy and Litigation Group litigates tax disputes in the bankruptcy courts and works in conjunction with the firm’s Bankruptcy Practice Group. Portions of this article were originally published by the author in 2008.

    Filed under:
    USA, Insolvency & Restructuring, Litigation, Tax, Winston & Strawn LLP, Coronavirus, Title 11 of the US Code, Internal Revenue Service (USA)
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Preserving some portion of the non-qualified plan benefits of a bankrupt company
    2013-08-29

    I have blogged several times about the difficulties of preserving non-qualified plan benefits, particularly when the plan sponsor goes bankrupt. At the time of a bankruptcy, the company's non-qualified plan becomes nothing more than an unfunded promise to pay benefits and participants usually have to get in line with the company's other creditors. The recent decision in Tate v. General Motors LLC (56 EBC 1363, 6th Cir.

    Filed under:
    USA, Employee Benefits & Pensions, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Bankruptcy, Deferred compensation, Retirement
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Litigation pitfalls
    2011-08-29

    On August 24th, the Third Circuit issued an opinion warning lawyers of the hazards posed by over-reliance upon automated, computerized communications between counsel and client. In doing so, it reinstated an order sanctioning a lawyer and her law firm for making false filings with the bankruptcy court. In re: Niles C. Taylor.  

    Filed under:
    USA, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, United States bankruptcy court, Third Circuit
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Unperfected security interest in an auto is avoidable
    2010-07-12

    On July 2nd, the Sixth Circuit affirmed a bankruptcy court's finding that, under Kentucky law, a bank did not perfect its security interest in an auto loan until that security interest was noted on the title. Because perfection did not occur within 20 days after the debtor received possession of the auto, Section 547(c)(3) of the Bankruptcy Code did not protect the bank's loan from avoidance as a preferential transfer. Branch Banking and Trust Co. v. Brock.

    Filed under:
    USA, Kentucky, Banking, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Bankruptcy, Debtor, Sixth Circuit
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Non-recorded mortgage is avoidable
    2010-01-19

    On January 11th, the Eighth Circuit held that a bankruptcy court properly awarded summary judgment to the bankruptcy trustee in a suit seeking to avoid as a preferential transfer, the pre-petition transfer of a mortgage from the debtor to the bank. Because the bank failed to record the home mortgage prior to the borrower's filing of a Chapter 7 bankruptcy petition, Section 547(e)(2)(C) of the Bankruptcy Code deemed the transfer of the mortgage to have occurred immediately before the debtor filed his bankruptcy petition.

    Filed under:
    USA, Banking, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Debtor, Mortgage loan, Eighth Circuit, United States bankruptcy court
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Tax controversy and litigation newsletter
    2020-11-19

    TAX CONTROVERSY AND LITIGATION NEWSLETTER

    ----------

    Focus on Tax Controversy

    NOVEMBER 2020\\VOLUME 4\\ISSUE 3

    IN THIS ISSUE

    ARTICLES AND UPDATES Bankruptcy Court's Jurisdiction To Resolve Tax Claims2 FAQs Issued Under The CARES Act Invalid Under The APA8 Tax Court Concludes IRS Failed to Satisfy 675111

    Penalty For Failure To File Form 5471 Is Not Divisible 14 Sixth Circuit Rejects Taxpayer's Judicial Estoppel Claim17

    ABOUT US Winston & Strawn's Tax Controversy and Litigation Practice 20

    Editors 20

    Filed under:
    USA, Employment & Labor, Insolvency & Restructuring, Litigation, Tax, Winston & Strawn LLP, Employee Retirement Income Security Act 1974 (USA), Mediation, Coronavirus, Title 11 of the US Code, CARES Act 2020 (USA), Internal Revenue Service (USA), NLRB, Sixth Circuit
    Location:
    USA
    Firm:
    Winston & Strawn LLP
    Financial services update, vol. 8, number 21
    2013-06-03
    In a case that should alarm secured creditors who thought they could lawfully exercise their secured creditor rights to foreclose on collateral, the Second Circuit Court of Appeals upheld sanctions against a secured creditor that did exactly that. In 2006, the State Employees Federal Credit Union ("SEFCU") made a loan to Mr. Weber, secured by Mr. Weber’s pick-up truck (the principles in this case apply equally in the corporate finance world). After Mr. Weber defaulted on the loan in 2009, SEFCU legally repossessed Mr.
    Filed under:
    USA, Banking, Insolvency & Restructuring, Litigation, Winston & Strawn LLP, Bankruptcy, Debtor, Collateral (finance), Secured creditor
    Location:
    USA
    Firm:
    Winston & Strawn LLP

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