Hong Kong SAR report – Corporate Restructuring and Insolvency in Asia 2020

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Reporter: Tom Pugh

Index

A. INTRODUCTION

i. Overview

a. Business vehicles
b. General trends

ii. General introduction to the restructuring and insolvency legal framework

a. Alternative dispute resolution
b. Application of English common law

iii. Security

iv. Set-off

B. RESCUES: OUT-OF-COURT AND IN-COURT (GOVERNANCE AND SUPERVISION)

i. Primary framework

a. Approach to corporate difficulties
b. Schemes of arrangement

ii. Formal insolvency proceedings in general

a. Provisional liquidation

I. SECTION 228A – CREDITORS' VOLUNTARY LIQUIDATION
II. SECTION 194(1A) – PANEL T "TENDER" APPOINTMENT
III. SECTION 193 – PRIMARY APPOINTMENT

b. Winding up under other legislation

I. BANKS
II. INSURANCE COMPANIES
III. LISTED COMPANIES

c. Bank resolution regime

C. SUPPORT STRUCTURES (COURTS AND STATE AGENCIES)

i. Court

a. Court-to-court communication in an insolvency context

ii. Official Receiver

iii. Provisional liquidator

iv. Liquidator

v. Committee of inspection

vi. Creditors

vii. Resolution authorities

viii. Role of stock exchange in relation to insolvency listed companies

D. DIRECTORS OF DISTRESSED ENTITIES

E. RESCUE FINANCING

i. Direct costs of funding

ii. Litigation funding

F. MORATORIUM

G. CONTRACTS

i. Derivatives

ii. Intellectual property

iii. Lease contracts

iv. Ipso facto clauses

v. Transfer or assign contracts to a purchaser of the debtor's business

vi. Transfers of business

H. CREDITORS AND CREDITOR CLAIMS

i. Assignment of claims in a liquidation

ii. Treatment of foreign creditors

I. EMPLOYMENT ISSUES

J. AVOIDANCE AND CLAWBACK RULES AND SAFE HARBOUR PROVISIONS

K. GROUP INSOLVENCIES

i. Failures of corporate groups and the cross-border question

ii. Manging the failure of corporate groups

a. Drill-down
b. Consistency of office-holders

L. INTERNATIONAL AND CROSS-BORDER INSOLVENCY LAW

i. Winding up overseas companies

a. The first requirement
b. The second requirement
c. The third requirement

ii. Assistance in cross-border proceedings

iii. Voluntary liquidations

iv. Protocols

APPENDIX OF LEGISLATION REFERRED TO