Not all residential tenancies will be in the name of an individual. Sometimes it will be a company looking to take out the tenancy in their own name. Generally, this will be for the use of the one of the directors and their family. Often these sorts of agreements are seen as beneficial to many landlords who are under the impression that the company will be prompt with payment and ultimately good for the money. Whilst this can certainly be the case, it does not always work out this way.

On 28 October 2022, the High Court handed down judgment in the case of Alma Property Management Ltd v Crompton And Another [2022] EWHC 2671 (Ch).

In this case, the (freeholder) Claimant sought an order for specific performance of the (leaseholder) Defendants' repairing obligations under a lease of the common parts of a block of flats called North Tower in Manchester.

1. My tenant is in administration, do they have to pay the full rent and is the administrator personally liable?

The company in administration has to pay rent as an administration expense for each day that the company occupies or uses the property for the benefit of the administration. The administrator is not personally liable, but the rent is payable as a priority expense ahead of the administrator's fees.

This guide should not be relied on as a definitive guide to the legislation and should not be relied on as legal advice. The particular circumstances of any situation will need to be considered to determine if the overseas entity is one that is captured by the legislation, if the estate is a qualifying estate, and whether the beneficial owners need to be registered. As a result, this guide is intended only as a high-level overview.

This guide covers the position of property and land situated in England and Wales only.

What is the Register of Overseas Entities?

The Ontario Fraudulent Conveyances Act¹ (the FCA), a concise statute of long-standing that traces its history to an English statute of 1571, is intended to prevent conveyances of property made with the intent to defeat, hinder, delay or defraud “creditors or others” of their just and lawful actions, suits, debts, accounts, damages, penalties or forfeitures.

Introduction

In late December 2022, the United States District Court for the District of Delaware issued an opinion affirming the Mallinckrodt bankruptcy court’s November 2021 decision that the debtor could discharge certain post-petition, post-confirmation royalty obligations for the sale of Acthar Gel.

Last month, Judge Caproni of the Southern District of New York issued a ruling stating that if a commercial lease does not require a landlord to hold a security deposit in trust and if there is no state statute generally requiring landlords to do so, the security deposit may not be recoverable by the tenant when the landlord files for bankruptcy. See 10FN Inc. v. Cerberus Business Finance LLC, 21-5996 (S.D.N.Y. Oct. 18, 2022).

When an individual or company purchases property in England or Wales, the legal title will transfer once the purchaser is listed as the registered proprietor at the Land Registry. However, what happens when, pending the registration of the legal interest, the seller company (who is still the registered proprietor) is dissolved? This is a risk seldom contemplated when purchasing property, but can have important consequences for the title of the property.

中伦观点

在系列上篇中，我们梳理了地产项目债务重组相关政策，结合经验总结债务重组的原则、项目与项目公司尽职调查实务重点。在下篇中，我们着重梳理困境项目重组方案经验，并分享对行政赋能的一些思考，供读者参考。

房地产行业高速发展10余年，在“房住不炒”的宏观背景以及2020年8月“三道红线”政策后，因房地产行业的发展模式及市场发展规律、政策执行力度、国家宏观调控等多方面的原因，房地产市场从2021年9月开始经历行业“缩表”的阵痛，不少大型房地产企业先后出现债务风险，面临诸多的困难处境，继而影响资金方、施工方、材料设备供应方及购房业主等多方主体。房地产市场影响国民经济及民生多个方面，在行业困境下，政府亦在监管、维稳、施救等多方面遇到难题。表面上看，各方主体皆可按政策与法律处理，但实操中，商业诉求与法律的平衡，经济效果与社会效果、法律效果的协调，社会资源的调度与节约，仍需探索最佳路径。

本文仅就困境项目的成因、市场常见盘活方案等问题，从法律角度予以整理，请勿以此作为法律意见在实践中套用。

一、困境项目重组方案