News & Analysis as of

Bankruptcy General Business Business Torts

Read Bankruptcy Law updates, alerts, news, and legal analysis from leading lawyers and law firms:

Dechert's Global Private Equity Newsletter - Summer 2017 Edition: Recent Developments in Acquisition Finance

by Dechert LLP on

Basic to any acquisition and its financing are the projections of the target’s future performance. These play a key role in setting the price for the target as well as on the availability of acquisition financing. Projections...more

Sixth Circuit’s holding that debtor in possession and liquidating trustee are one in the same for purposes of...

by Butler Snow LLP on

The Sixth Circuit Court of Appeals recently took up the controversial issue of whether a liquidating trustee’s lawsuit, alleging breach of fiduciary duty against a corporate debtor’s officers, falls within the...more

Exculpatory Provisions Under Delaware Law: Say What You Mean And Mean What You Say

Exculpation provisions in operating agreements must be carefully crafted in order to protect members, managers, directors and officers for breaches of fiduciary duties...more

In Brief: Court Rules Against Lyondell Litigation Trustee on LBO Fraudulent Conveyance Claims

by Jones Day on

In Weisfelner v. Blavatnik (In re Lyondell Chemical Company), 2017 BL 131876 (Bankr. S.D.N.Y. Apr. 21, 2017), the bankruptcy court presiding over the chapter 11 case of Lyondell Chemical Company ("Lyondell") handed down a...more

Debt Dialogue: May 2017 - Lyondell Chemical Company: Litigation Trust’s Fraudulent Conveyance Claims Fail

Just one year after Lyondell Chemical Company (Lyondell) and Basell AF (Basell) consummated a nearly $20 billion merger of their businesses, the merged business of LyondellBasell Industries (LBI) “failed in a colossal...more

Debt Dialogue: April 2017 - Creditor Barred from Bringing a Derivative Action Against an Insolvent Delaware Limited Liability...

In a recent ruling, Trusa v. Nepo (Del. Ch. April 13, 2017), consistent with prior case law, Vice Chancellor Montgomery-Reeves of the Delaware Chancery Court held that a creditor cannot bring a derivative action against a...more

Supreme Court to Hear Case on Scope of Section 546(e)'s Safe Harbor

by Jones Day on

On May 1, 2017, the U.S. Supreme Court agreed to hear Merit Management Group v. FTI Consulting, No. 16-784, on appeal from the U.S. Court of Appeals from the Seventh Circuit. The Court's decision could resolve a circuit split...more

Breach of Fiduciary Duty (and Related) Claims Are Not Easily Defeated: A Case Study in Motions for Judgment on the Pleadings

by Robins Kaplan LLP on

Just what must be alleged for claims for breach of fiduciary duty to proceed past initial pleadings and into meaningful fact development? In a recent decision, the United States Bankruptcy Court for the Eastern District of...more

What Are Fiduciary Duties Between Members In An Arizona LLC?

by Jaburg Wilk on

A few years I wrote an article named Are There Fiduciary Duties between Members in an Arizona LLC? At the time, there were no published decisions in Arizona on this issue. However, a bankruptcy judge had dismissed my...more

Bankruptcy Beat: Default Judgment Is Not Automatic Following Entry Of Default

by Pullman & Comley, LLC on

On May 12, 2016, the Honorable Julie A. Manning issued a decision in an adversary proceeding entitled Law Office of W. Martyn Philpot, Jr., LLC v. Day, which addressed two issues. The first issue was whether the plaintiff was...more

Global Private Equity Newsletter - Winter 2016 Edition: Recent Developments in Acquisition Finance

by Dechert LLP on

Two recent court decisions may result in a broadening of the range of options available to an equity sponsor in respect of an insolvent portfolio company. The first decision may provide increased flexibility in structuring...more

Clear Contractual Terms Prevail Over Equitable Principles in Bankruptcy Cases (Again)

by Dechert LLP on

Bankruptcy courts in the U.S. are widely viewed as favorable fora for debtors, trustees and creditors’ committees to pursue creative and difficult causes of actions against deep-pockets lenders and others in an attempt to...more

Justice Friedman Allows Breach of Fiduciary Duty Claim to Proceed Against Corporate Directors Under Delaware Law

In AP Services, LLP v. Lobell et. al, No. 651613/2012, 2015 NY Slip Op 31115(U) (N.Y. Sup. Ct. June 19, 2015) (argued Feb. 21, 2014), Justice Friedman, applying Delaware Law, denied a motion to dismiss plaintiff AP Services,...more

Commercial Restructuring & Bankruptcy News - May 2015, Issue 2

by Reed Smith on

In This Issue: - How Safe are the Bankruptcy Code Safe Harbors? - Stockton’s Chapter 9 Plan Approval - Delaware Chancery Court Clarifies Fiduciary Duties of Insolvent Corporation Directors in Derivative...more

How Recent Fiduciary Duty Cases Affect Advice To Directors And Officers Of Delaware And Texas Corporations

by Jackson Walker on

The conduct of corporate directors and officers is subject to particular scrutiny in the context of business combinations (whether friendly or hostile), executive compensation and other affiliated party transactions,...more

"Delaware Court of Chancery Decision Clarifies Fiduciary Issues in Insolvent Company Context"

The Court of Chancery of Delaware recently issued a noteworthy decision clarifying fiduciary duties and confirming business judgment rule protection for board-level business strategy decisions by directors of insolvent...more

LLC Managers Beware: Get Involved With Member Distributions By an Insolvent LLC and You May Be Personally Liable

by Pepper Hamilton LLP on

A chapter 7 trustee sued a manager of three limited liability company (LLC) debtors for breach of fiduciary duty and to hold the manager personally liable for distributions made to members, including himself....more

MN Supreme Court: Creditors May Void Fraudulent Transfers of Assets in Uncontested Divorces

On July 9, 2014, in Citizens State Bank Norwood Young America v. Gordon Brown, et al., the Minnesota Supreme Court held that Minnesota's Uniform Fraudulent Transfer Act ("MUFTA") may be applied to transfers of assets made as...more

Tronox Inc. v. Anadarko Petroleum Corp. (In re Tronox Inc.) – Bankruptcy Court Takes Unusual Steps to Declare Corporate...

Companies that have valuable assets but also face significant liabilities will sometimes engage in restructurings to isolate, or “ring-fence,” the good assets from the liabilities. Often the companies are able to accomplish...more

Delaware Bankruptcy Court Denies Derivative Standing to Creditor Seeking Recharacterization

by Cooley LLP on

In that case, Walnut Creek Mining Company (“Walnut Creek”), the debtor Optim Energy’s largest unsecured creditor, sought standing to pursue recharacterization, equitable subordination, and fiduciary duty claims on behalf of...more

BAC CEO Pays $10 Million Plus D&O Bar To Settle NYAG Market Crisis Case

by Dorsey & Whitney LLP on

Former Bank of America CEO Kenneth Lewis agreed to pay $10 million and to be barred from serving as an officer or director of a public company for three years to settle fraud charges brought by the New York Attorney General...more

Legislative Trial Balloon for Puerto Rico Public Corporation Insolvency Process Attracts Bondholder Attention

Last Tuesday, Puerto Rico sold its much ballyhooed $3.5 billion in non-investment grade general obligation bonds. Two days later, two legislators in Puerto Rico’s Senate filed a bill which, if enacted, would permit...more

Attacking LBO Payouts as State Law Fraudulent Transfers

The United States Bankruptcy Court for the Southern District of New York (the “Court”) in Weisfelner v. Fund 1 (In Re Lyondell Chemical Co.), 2014 WL 118036 (Bankr. S.D.N.Y. Jan. 14, 2014) recently held that the safe harbor...more

Directors' duties and collective responsibility

by Chris Robinson on

Directors owe duties to their company to act in good faith in the interests of the company, but how far can they avoid liability if they rely on their fellow directors, or if they are outvoted in a collective decision? A...more

Stanwich Clarifies Wagoner Rule in Fraudulent Transfer Cases

In the Second U.S. Circuit, the so-called Wagoner rule deprives a trustee of standing to sue third parties, such as lawyers and investment bankers, if the bankrupt corporation participated with them in defrauding creditors. A...more

47 Results
|
View per page
Page: of 2
Cybersecurity

Follow Bankruptcy Updates on:

"My best business intelligence,
in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up using*

Already signed up? Log in here

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.