In the October 2021 edition of IBA Insolvency and Restructuring International, Peter Hayden and Jonathan Moffatt explain recent decisions in the UK and the Cayman Islands on the narrowing of the rule in Prudential and its implications for shareholders and creditors considering litigation.
Introduction
The Cayman Islands' legislature has recently gazetted the Companies (Amendment) Bill, 2021 (the Amendment Bill), proposing the introduction of a new corporate restructuring process and the concept of a dedicated 'restructuring officer' into the Cayman Islands Companies Act (2021 Revision). Under the Amendment Bill, the filing of a petition for the appointment of a restructuring officer would trigger an automatic global moratorium on claims against the company, giving it the opportunity to seek to implement a restructuring.
1. Related Fund Entity filings for private funds]
On 1 September 2021, the Cayman Islands Monetary Authority (CIMA) issued a Notice advising industry that a new Related Fund Entity (RFE) form for private funds was available for use via CIMA's Regulatory Enhanced Electronic Forms Submission (REEFS) portal.
A recent decision of the Cayman Islands Court of Appeal has confirmed its jurisdiction to hear an appeal of a decision of the Grand Court made pursuant to section 152(1) of the Companies Act (2021) Revision to dissolve a Company following its official liquidation.
Background
What a creditor needs to know about liquidating GUIDE an insolvent Cayman company
Last reviewed: December 2020
Contents
Introduct ion When is a company insolvent? What is a statutory demand?
The Grand Court of the Cayman Islands (the Court) recently ruled in favour of Primeo Fund (in official liquidation) (Primeo) in its ongoing representative proceedings with the Additional Liquidator of Herald Fund SPC (in official liquidation) (Herald).
On 4 June 2015 the Cayman Islands Grand Court ruled in favour of Primeo Fund (Primeo), in the ongoing Representative Proceedings between Primeo and Herald Fund SPC (Herald). The Court had to construe section 37(7)(a) of the Companies Law. Although the Court's detailed reasons are still awaited, it is clear from the Court's decision that section 37(7)(a) does not apply to redeeming investors whose shares have been redeemed prior to the commencement of the liquidation.
The Cayman Islands' Companies (Amendment) Act, 2021 (the Amendment Act) has now come into force. The Amendment Act introduces a new corporate restructuring process and the concept of a dedicated 'restructuring officer' into the Cayman Islands Companies Act (2022 Revision). Under the Amendment Act, the filing of a petition for the appointment of a restructuring officer triggers an automatic global moratorium on claims against the company, giving it the opportunity to seek to implement a restructuring.
The Cayman Islands Government has published a Commencement Order confirming that the Companies (Amendment) Act, 2021 will come into force on 31 August 2022.
The Amendment Act introduces a new corporate restructuring process and the concept of a dedicated restructuring officer into the Cayman Islands Companies Act (2022 Revision).
Under the Amendment Act, the filing of a petition for the appointment of a restructuring officer will trigger an automatic global moratorium on claims against the company, giving it the opportunity to seek to implement a restructuring.
The Grand Court of the Cayman Islands has recently ruled In the Matter of Formation Group (Cayman) Fund I, LP (Formation) 1 that it is possible to bring a just and equitable petition to wind-up an exempted limited partnership (ELP) in its own name, as opposed to that of the general partner (GP). This decision contradicts aspects of Justice Parker's judgment In The Matter of Padma Fund LP (Padma). 2 In this update, we consider these conflicting first instance decisions.