Key point
Changing the governing law of a credit agreement or loan notes to English law helps to form a basis to implement an English scheme of arrangement.
The facts
Key Point
No recognition order was made where the main foreign insolvency proceedings had ended even where the plan agreed in those proceedings was in part still to be implemented.
The Facts
Key point
The Court of Appeal has recently given detailed guidance on what happens to the surpluses available in the insolvency of companies after dealing with an appeal in relation to the so-called Lehman Waterfall Application dealt with in an earlier Update.
Facts
Key point
A Court always has discretion whether to set aside a statutory demand based upon cross claims.
The facts
A debtor applied to Court to have a statutory demand set aside on the basis that he had a counter claim which, if set against the debt, would leave less than £750 outstanding.
The decision
Key Point
A distressed debt purchaser may be able to rely on misrepresentations made by the borrower to the original lender in published documents to recover loss.
The Facts
An Irish investment company ("Taberna") claimed damages for misrepresentations made by or on behalf of a large Danish bank ("Roskilde"), in investor presentation documents and annual results, which induced Taberna to enter into a secondary market purchase of subordinated notes originally issued by Roskilde.
The Decision
Key Points
- A company in liquidation will not be stopped, on the basis that it was a party to wrongdoing complained of, from bringing claims against directors and other parties for wrongdoing, where the company can be said to be a victim of the wrongdoing.
- Section 213 Insolvency Act 1986 (fraudulent trading) has extraterritorial effect.
The Facts
Key Point
An "establishment" requires business and business activity to be carried out involving dealings with third parties and not simply acts of internal administration.
Facts
The Department for Business, Innovation and Skills (BIS) has issued a call for evidence following the publication of a critical p
Key points
- Administrators are not required to look behind a director's motives for appointment of administrators, but they must consider whether the statutory purpose can be achieved
- Rescuing a company as a going concern does not necessarily require some positive act or improvement
Facts
Illegality, attribution of knowledge, and Stone & Rolls: Jetivia SA v Bilta (UK) Limited
On 22 April 2015, the Supreme Court handed down its decision in Jetivia SA v Bilta (UK) Limited1, unanimously holding that where a company has been the victim of wrong-doing by its directors, that wrong-doing should not be attributed to the company so as to afford the directors an illegality defence.