News & Analysis as of

Insider Loans

Illinois District Court Maintains a High Threshold for Equitable Subordination of Insider Secured Loans

In In re SGK Ventures, LLC, Case No. 15 C 11224, 2017 WL 2683686 (N.D. Ill. June 20, 2017), Judge Durkin of the District Court for the Northern District of Illinois sets out a thorough analysis for addressing...more

Supreme Court to Decide Bankruptcy Test for Recharacterizing Insider Debt Claims

by Ropes & Gray LLP on

On June 27, 2017, the U.S. Supreme Court agreed to hear an appeal brought by Ropes & Gray of the Fourth Circuit’s decision in PEM Entities LLC v. Eric M. Levin & Howard Shareff. The Supreme Court’s decision in the case will...more

Supreme Court Grants Cert on, of all Things, the Standard of Review for Determining Non-Statutory Insider Status

by Bryan Cave on

Last December, we updated you that the Supreme Court was considering whether to grant review of In re The Village at Lakeridge, LLC, 814 F.3d 993 (9th Cir. 2016). Our original post is here. On March 27, 2017, the Supreme...more

Supreme Court Weighs Granting Cert on Bankruptcy Issues Involving Surcharge and Voting Rights of Assignee of Insider Claim

by Bryan Cave on

The Supreme Court is considering whether to grant review of two bankruptcy cases. On October 3, 2016, the Supreme Court invited the Solicitor General to file briefs expressing the views of the United States. Because the...more

Why You Should Have Read Last Week’s Posts On California’s D&O Loan Ban

by Allen Matkins on

I spent the better part of last week writing about California Corporations Code Section 315. The statute general prohibits a corporation (Section 162) from making a loan of money or property to, or guaranteeing the...more

These Loans Can Be Problematical Even When The Borrower Isn’t An Officer or Director

by Allen Matkins on

I spent most of last week discussing California Corporations Code Section 315. As a reminder, that statute prohibits a corporation (Section 162) from making a loan of money or property to, or guaranteeing the obligation of,...more

D&O Loans: California Section 315 Versus Sarbanes-Oxley Section 402

by Allen Matkins on

Although both Section 315 of the California Corporations Code and Section 402 of the Sarbanes-Oxley Act purport to ban loans to directors and officers, there are significant differences between these statutes.  Below is a...more

California’s D&O Loan Ban And Advancement Of Expenses

by Allen Matkins on

Yesterday’s post outlined the general scope of the ban on loans to directors and officers found in Section 315 of the California Corporations Code. Because Section 315 doesn’t define “loan”, it may not always be clear...more

California’s Ban On Loans To Directors And Officers

by Allen Matkins on

California banned loans to directors and officers decades before Congress thought of doing so as part of the Sarbanes-Oxley Act of 2002.  Current Corporations Code Section 315 prohibits corporations from making loans of money...more

UK Budget 2016: Employment tax

by DLA Piper on

In the UK Budget 2016, the Chancellor made a number of announcements in relation to employment-related taxes. The following are some of the more interesting matters....more

Blog: Illinois Bankruptcy Court Articulates Low Threshold for Equitable Subordination of Insider Secured Loan

by Cooley LLP on

For a distressed company running low on capital, an investment from insiders may represent a last best hope for survival. Insiders may be willing to risk throwing good money after bad for a chance to save the company even...more

Blog: Should Insiders Be Permitted To Pledge Their Company Shares?

by Cooley LLP on

Many company policies prohibit (or severely limit) officers and directors from pledging their company shares against margin loans, and, as discussed in an article in last week’s WSJ, there seems to be good reason for that...more

New Ruling of the Czech Supreme Administrative Court: Twilight of Acquisition Structures?

by Dentons on

A recent Czech Supreme Administrative Court decision invoked the doctrine of abuse of law disallowing the tax deductibility of interest on a shareholder loan in an acquisition transaction. Since similar acquisition structures...more

CR&B Alert: Commercial Restructuring & Bankrtupcy News - October 2015, No. 3

by Reed Smith on

Welcome to the October 2015 issue of the CR&B Alert, the newsletter produced by Reed Smith's Commercial Restructuring & Bankruptcy Group. Readers who wish to print and read the newsletter in its entirety may do so by...more

Regulations Finalize Treatment of Basis of Indebtedness of S Corporations to Their Shareholders

by Pepper Hamilton LLP on

Regulations issued July 23, 2014 finalize certain treatment of the basis of indebtedness of S corporations to their shareholders. The regulations adopt the June 2012 proposed regulations without substantive change, except for...more

IRS Chief Counsel Shrugs Off Taxpayer’s Section 956 Gambit

by Mintz Levin on

In a recently released Chief Counsel Advice Memorandum (the “Memorandum”), the IRS Office of Chief Counsel (International) addressed an interesting and somewhat creative internal financing structure deployed by a taxpayer...more

Ninth Circuit Widens Circuit Split Over Application of State or Federal Bankruptcy Law To Determine Whether Claims of...

by Ropes & Gray LLP on

In an important decision for private equity sponsors and other insiders who advance loans to their businesses, on April 30, 2013, the Ninth Circuit Court of Appeals in In re Fitness Holdings International confirmed that...more

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