Did you know that dispositions of property of a solvent company made after the commencement of a winding-up will unlikely be disturbed unless it can be demonstrated that the disposition is not in the interests of the company?
Did you know that in the recent matter of Chan Kam Cheung v. Sun Light Elastic Ltd & Another1 the petitioner's alternative remedy for winding-up was struck out by the court?
On 8 October 2013, the Supreme Court of Vietnam released the most recent draft of the new Law on Bankruptcy ("Draft Bankruptcy Law"). The Draft Bankruptcy Law is now open for comments and, once passed by the National Assembly, will replace the current Law on Bankruptcy 2004 ("Current Bankruptcy Law").
The Draft Bankruptcy Law appears generally to be a positive step in Vietnam's efforts to improve the efficiency of the bankruptcy process and efforts to enhance the credibility of the legal framework for restructuring.
Conduct of Bankruptcy Proceedings
A mandatory bid (or a mandatory general offer obligation) ("GO Obligation") will be triggered if a controlling block in a listed company ("Controlling Block") changes hands.
The chain principle summarised
Overview
On February 7, 2011, in a highly anticipated decision, the Second Circuit Court of Appeals held that in Chapter 11 reorganizations, senior creditors may not “gift” recoveries to junior creditors and/or equity interest holders over the objection of an intervening class. In In re DBSD N.A., Inc., __ F.3d __, 2011 WL 350480 (2d Cir. 2011), the majority ruled that such “gift plans” run afoul of the “absolute priority rule,” which is codified in Section 1129(b) of Bankruptcy Code. The decision has significant implications for future bankruptcy cases in New York.
The EU Decision
The EU Commission has held on January 26, 2011 that the so called restructuring privilege offered by German corporate tax law, which allows corporations in a distressed financial situation to continue to set off tax loss carry forwards against future profits even if their shareholder structure has substantially changed, is incompatible with EU State Aid provisions.
The recipients, which have applied the restructuring privilege, are now threatened with the reclaim of the tax benefits.
Taking decisions to liquidate companies has become a matter of routine when optimising corporate structures to improve cost efficiency. Increasingly, we see that such decisions have been taken either prematurely or without taking all of the relevant factors into account.
Starting from 22 September 2012, the beneficial owners (aka controllers), substantial shareholders, and senior executive officers of Ukrainian commercial banks could face personal financial liability for the insolvency of banks during liquidation.
Dispute Resolution Beijing/Hong Kong/Shanghai Client Alert Court of Final Appeal Widens Shareholders’ Rights for the Winding-up of Foreign Companies in Hong Kong The Court of Final Appeal’s recent decision in the Yung Kee saga (Kam Leung Sui Kwan, Personal Representative of the Estate of Kam Kwan Sing, the deceased v Kam Kwan Lai & Ors (FACV 4/2015, 11 November 2015)) has widened the door to winding-up relief for shareholders of foreign companies.