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Research Handbook on Corporate Restructuring
This timely Research Handbook examines the increasingly economically vital topic of corporate restructuring. Reflecting a shift in the global approach to insolvency towards a focus on rescuing viable businesses rather than liquidation, chapters consider all areas of the law closely connected to corporate insolvency, rehabilitation and rescue, as well as the introduction of the EU Preventive Restructuring Directive and other reforms from around the world.
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Critical Acclaim
Contributors
Contents
More Information
This timely Research Handbook examines the increasingly economically vital topic of corporate restructuring. Reflecting a shift in the global approach to insolvency towards a focus on rescuing viable businesses rather than liquidation, chapters consider all areas of the law closely connected to corporate insolvency, rehabilitation and rescue, as well as the introduction of the EU Preventive Restructuring Directive and other reforms from around the world.
Featuring international expert academics, practitioners and judges, the Research Handbook takes a thematic approach, exploring national and international models for rescue, stakeholders in insolvency, corporate structures and organisational models, specialist process issues, and institutional support, as well as interdisciplinary and cross-field aspects of insolvency and restructuring. Contributions analyse issues from a broad variety of perspectives, including the economic and social aspects of insolvency, and provide a comparative discussion of topics that will further inform global academic debate in this area.
Scholars and students of corporate and insolvency law, commercial law, and law and economics, will find the inter-disciplinary legal, theoretical and jurisprudential discussion invaluable. The analysis of current reform agendas, practical and alternative solutions to common problems, and comparative approach will also be of interest to practitioners and policymakers.
Featuring international expert academics, practitioners and judges, the Research Handbook takes a thematic approach, exploring national and international models for rescue, stakeholders in insolvency, corporate structures and organisational models, specialist process issues, and institutional support, as well as interdisciplinary and cross-field aspects of insolvency and restructuring. Contributions analyse issues from a broad variety of perspectives, including the economic and social aspects of insolvency, and provide a comparative discussion of topics that will further inform global academic debate in this area.
Scholars and students of corporate and insolvency law, commercial law, and law and economics, will find the inter-disciplinary legal, theoretical and jurisprudential discussion invaluable. The analysis of current reform agendas, practical and alternative solutions to common problems, and comparative approach will also be of interest to practitioners and policymakers.
Critical Acclaim
‘Research Handbook on Corporate Restructuring is a “must-have” for college and university collections as well as the reading lists of professionals in the field. Highly recommended.’
– James A Cox, Midwest Book Review
‘This Research Handbook, ably edited by Paul Omar and Jennifer Gant, contains 28 chapters written by prominent academics, researchers and judges from a wide range of jurisdictions. It provides a range of timely perspectives against which to assess current and proposed corporate rescue laws. Specialist commentators draw on the law as well as other disciplines; analyse international and comparative elements, and address an impressive range of stakeholders, entities and institutions. This is a welcome resource on corporate restructuring for policymakers, scholars and practitioners alike.’
– Rosalind Mason, Queensland University of Technology, Australia
‘This is a thought-provoking Research Handbook which makes a valuable and significant contribution to insolvency and restructuring scholarship. The editors have brought together leading commentators from across the globe and together they have produced an invaluable resource for insolvency research and policy development. The Research Handbook includes a broad repository of international insolvency procedures and thinking published at a time when restructuring measures will be stress tested like never before. For those navigating the choppy waters of insolvency this book makes an invaluable companion.’
– John Tribe, University of Liverpool, UK
– James A Cox, Midwest Book Review
‘This Research Handbook, ably edited by Paul Omar and Jennifer Gant, contains 28 chapters written by prominent academics, researchers and judges from a wide range of jurisdictions. It provides a range of timely perspectives against which to assess current and proposed corporate rescue laws. Specialist commentators draw on the law as well as other disciplines; analyse international and comparative elements, and address an impressive range of stakeholders, entities and institutions. This is a welcome resource on corporate restructuring for policymakers, scholars and practitioners alike.’
– Rosalind Mason, Queensland University of Technology, Australia
‘This is a thought-provoking Research Handbook which makes a valuable and significant contribution to insolvency and restructuring scholarship. The editors have brought together leading commentators from across the globe and together they have produced an invaluable resource for insolvency research and policy development. The Research Handbook includes a broad repository of international insolvency procedures and thinking published at a time when restructuring measures will be stress tested like never before. For those navigating the choppy waters of insolvency this book makes an invaluable companion.’
– John Tribe, University of Liverpool, UK
Contributors
Contributors: J.A.A. Adriaanse, N. Bermejo, G.-J. Boon, R. Bowley, J. Buchan, A. Campbell, J. Denoncourt, J.L.L. Gant, F. Garcimartín, J. Girgis, J. Hardman, A.Hargovan, J. Harris, P. Heath, C. Henkel, L. Jacobs, E. Janger, A. Kastrinou, I. Kawaley, T. Linna, S. Madaus, G. McCormack, P. Moffatt, P.J Omar, C. Ondersma, R. Parry, S. Paterson, D. Pollard, J. Sarra, J. Schmidt, C. Serra, G. Vallar, J.I. van der Rest, B. Wessels, A. Wolf
Contents
Contents:
Preface xii
1 Corporate rescue through the ages 1
Paul J. Omar
PART I NATIONAL AND INTERNATIONAL MODELS FOR RESCUE
2 International organisations and the search for global insolvency standards 17
Gerard McCormack
3 The evolution of corporate rescue in Canada and the United States 40
Jassmine Girgis
4 The idea of rescue and the Chapter 11 model 59
Edward Janger
5 Trust as a turnaround technique to influence the continuity versus asset
recovery decision of restructuring bankers: An empirical tale 73
J A A Adriaanse and J I van der Rest
6 Reforms in adverse economic climates: how reforms take place in the
Eurozone 87
Catarina Serra, Alexandra Kastrinou and Giulia Vallar
PART II STAKEHOLDERS IN INSOLVENCY
7 Involving secured creditors in restructuring proceedings 120
Francisco Garcimartín and Nuria Bermejo
8 Potential liability for directors during corporate restructuring:
comparative perspectives 143
Jason Harris and Anil Hargovan
9 Employees as stakeholders in restructuring and insolvency: acquired
rights and business transfers 166
Jennifer L. L. Gant
10 The position of shareholders in a restructuring 185
Stephan Madaus
11 Consumers, entrepreneurs and insolvency proceedings 201
Tuula Linna
PART III CORPORATE STRUCTURES AND ORGANISATIONAL MODELS
12 Corporate groups 214
Jessica Schmidt
13 Bank insolvency – recovery and resolution 228
Andrew Campbell and Paula Moffatt
14 Making insolvency law responsive to the needs of financially distressed
micro and small enterprises 246
Janis Sarra
15 Franchisees as externalities of insolvent franchisors: a windfall gain for
employees? 261
Jenny Buchan
16 Insolvent partnerships: development of a normative framework based
on a contractual paradigm 278
Rebecca Parry
PART IV SPECIALIST PROCESS ISSUES
17 Insurance procedures in corporate insolvency: a comparison of the
arrangements in the United Kingdom, Australia, and New Zealand 299
Robin Bowley
18 Pension rights and funds 327
David Pollard
19 Patent-rich firms and corporate restructuring: patent signalling,
valuation, and governance 346
Janice Denoncourt
20 The impact of artificial intelligence on insolvency law and practice 377
Christoph Henkel
PART V INSTITUTIONAL SUPPORT
21 The realm of soft law instruments in restructuring and insolvency law 401
Gert-Jan Boon and Bob Wessels
22 Cross-border corporate restructurings, judicial assistance and
judge-made law: New Zealand and Cayman Island experiences 430
Hon Paul Heath QC and Hon Justice Ian Kawaley
23 Corporate insolvency practitioners: ethics and fiduciary duties 447
Lézelle Jacobs
PART VI INTERDISCIPLINARY AND CROSS-FIELDS OF
INSOLVENCY AND RESTRUCTURING
24 Overlooked human rights concerns in the restructuring and insolvency context 466
Chrystin Ondersma
25 The role of social policy in corporate rescue and restructuring: a messy
business 476
Jennifer L L Gant
26 Law and economics of corporate financial difficulty 500
Jonathan Hardman
27 A behavioural law and economics perspective on EU restructuring and
insolvency law 513
Annika Wolf
28 The analytical boundary between corporate reorganisation and sale in
corporate bankruptcy theory 525
Sarah Paterson
Index
Preface xii
1 Corporate rescue through the ages 1
Paul J. Omar
PART I NATIONAL AND INTERNATIONAL MODELS FOR RESCUE
2 International organisations and the search for global insolvency standards 17
Gerard McCormack
3 The evolution of corporate rescue in Canada and the United States 40
Jassmine Girgis
4 The idea of rescue and the Chapter 11 model 59
Edward Janger
5 Trust as a turnaround technique to influence the continuity versus asset
recovery decision of restructuring bankers: An empirical tale 73
J A A Adriaanse and J I van der Rest
6 Reforms in adverse economic climates: how reforms take place in the
Eurozone 87
Catarina Serra, Alexandra Kastrinou and Giulia Vallar
PART II STAKEHOLDERS IN INSOLVENCY
7 Involving secured creditors in restructuring proceedings 120
Francisco Garcimartín and Nuria Bermejo
8 Potential liability for directors during corporate restructuring:
comparative perspectives 143
Jason Harris and Anil Hargovan
9 Employees as stakeholders in restructuring and insolvency: acquired
rights and business transfers 166
Jennifer L. L. Gant
10 The position of shareholders in a restructuring 185
Stephan Madaus
11 Consumers, entrepreneurs and insolvency proceedings 201
Tuula Linna
PART III CORPORATE STRUCTURES AND ORGANISATIONAL MODELS
12 Corporate groups 214
Jessica Schmidt
13 Bank insolvency – recovery and resolution 228
Andrew Campbell and Paula Moffatt
14 Making insolvency law responsive to the needs of financially distressed
micro and small enterprises 246
Janis Sarra
15 Franchisees as externalities of insolvent franchisors: a windfall gain for
employees? 261
Jenny Buchan
16 Insolvent partnerships: development of a normative framework based
on a contractual paradigm 278
Rebecca Parry
PART IV SPECIALIST PROCESS ISSUES
17 Insurance procedures in corporate insolvency: a comparison of the
arrangements in the United Kingdom, Australia, and New Zealand 299
Robin Bowley
18 Pension rights and funds 327
David Pollard
19 Patent-rich firms and corporate restructuring: patent signalling,
valuation, and governance 346
Janice Denoncourt
20 The impact of artificial intelligence on insolvency law and practice 377
Christoph Henkel
PART V INSTITUTIONAL SUPPORT
21 The realm of soft law instruments in restructuring and insolvency law 401
Gert-Jan Boon and Bob Wessels
22 Cross-border corporate restructurings, judicial assistance and
judge-made law: New Zealand and Cayman Island experiences 430
Hon Paul Heath QC and Hon Justice Ian Kawaley
23 Corporate insolvency practitioners: ethics and fiduciary duties 447
Lézelle Jacobs
PART VI INTERDISCIPLINARY AND CROSS-FIELDS OF
INSOLVENCY AND RESTRUCTURING
24 Overlooked human rights concerns in the restructuring and insolvency context 466
Chrystin Ondersma
25 The role of social policy in corporate rescue and restructuring: a messy
business 476
Jennifer L L Gant
26 Law and economics of corporate financial difficulty 500
Jonathan Hardman
27 A behavioural law and economics perspective on EU restructuring and
insolvency law 513
Annika Wolf
28 The analytical boundary between corporate reorganisation and sale in
corporate bankruptcy theory 525
Sarah Paterson
Index
