Insolvency within Multinational Enterprise Groups

Insolvency within multinational enterprise groups (MEGs) raises complex issues due to the foreign elements of the case and the multiplicity of debtors. The key problem is deciding to what extent and in which ways should there be 'linkage' between the entities in the course of their insolvency in order to promote insolvency goals. Historically the issue has been neglected both in national and international regimes. However, new initiatives are currently developing. In order to deal with this issue the work provides a theoretical framework, suggesting a balance between Entity-Enterprise issues (drawn from company law theory and the problem of enterprise groups) and Universality-Territoriality issues (drawn from cross-border insolvency and conflict of laws theory). This is further assisted by a taxonomy describing prototypical scenarios of MEGs and their insolvency. The theoretical framework and prototypical scenarios are the basis for critical analyses of various tools for 'linking' between different components of MEGs in the course of their insolvency and the degree to which they fit with a series of insolvency goals. Thus, the book suggests a comprehensive approach for dealing with insolvency within MEGs which can be used not only within the current cross-border insolvency frameworks (e.g., UNCITRAL Model Law, EC Regulation) but also as a definitive guideline for future reform. It argues that a global group-wide perspective for MEG insolvencies can be desirable if its application is limited to appropriate types of cases where unduly defeat of entity law and territoriality concerns can be minimized.

Table of Contents:
Part I The Context of Insolvency Within Multinational Enterprise Groups- The Phenomenon and Key Problems 1: The Phenomenon of the Multinational Enterprise Group 2: 'To Link or not to Link?' The Problem of the Multinational Enterprise Group Business Structure 3: Global Frameworks or State-based Insolvencies- The Problem of Cross-border Insolvency Part II Guiding Objectives and Typical Scenarios 4: Insolvency Goals in Legal Systems 5: Prototypical Scenarios of Insolvency within Multinational Enterprise Groups Part III The Quest for Appropriate Solutions for Insolvency within Multinational Enterprise Groups 6: Preservation of the Estate, Maximization of Value, and Facilitation of Rescues 7: Equitable Distribution and Accountability 8: Certainty and Predictability 9: Responsibility for Debts of MEG Members and Vulnerability of Intra-group Transactions Summary and Conclusion Bibliography Index

About the Author :
Irit Mevorach holds degrees in law from Tel-Aviv University (LLB with distinction, LLM) and UCL, London (PhD). Prior to joining the University of Nottingham in 2006, Irit practiced corporate and insolvency law in a law firm in Tel-Aviv. She is a barrister and a solicitor, member of the Israeli Bar Association. Her main interests are in corporate law (especially the law of corporate groups and international aspects of corporate law) and insolvency law, in particular European, comparative and international insolvency. In 2005, she has won the 2005 gold medal prize for research in international insolvency from the International Insolvency Institute. Irit is a member of INSOL Europe and of INSOL International Academic group. She has advised the European Bank for Reconstruction and Development. She is currently taking active part in the UNCITRAL work in the area of insolvency (since 2006 she has been an advisor to the UK government in UNCITRAL Working Group V's deliberation in the area of enterprise groups in insolvency), and she is an advisor to the International Insolvency Institute (III) Committee on international jurisdiction and cooperation. On undergraduate level, she currently convenes the company law course in the University of Nottingham and also teaches insolvency law and commercial conflict of laws. On the LLM course she convenes a module on International aspects of Company and Insolvency Law.

Review :
`This text is the first systematic treatment of the issue of insolvency as it affects groups of companies...is well written and comprehensive in its treatment of the subject...up to date in its analysis of the case law and would be a very worthy addition to practitioner and academic libraries alike.' Paul J Omar `Overall, this is a densely argued book on a subject that is only at the beginning of its jurisprudential and legislative development. The book is..rich in differentiations....a major step towards bringing some order into this chaos' Legal Studies, Vol 30 No 4 `Mevorach easily combines an academician's intellectual rigor with a practitioner's understanding of the day-to-day issues likely to plague a multinational group proceeding. Because of this, the book stands out as more than simply an effort to gain academic distinction or to stake a claim to a particular area of expertise' Mahesh Uttamchandani, Banking and Finance Law Review