The Law and Practice of Restructuring in the UK and US

'MELTING ICE CUBES':

COMPARATIVE LAWYERS ON BOTH SIDES OF THE ATLANTIC WILL LOVE THIS DEFINITIVE TEXT ON A CRUCIAL AREA OF LAW

An appreciation Elizabeth Taylor of Richmond Green Chambers and Phillip Taylor MBE of "The Barrister"

Financial services being a crucial area of endeavour for lawyers on both sides of the Atlantic, this newly published title from the Oxford University Press should attract widespread interest, not to mention shouts of welcome, from comparative lawyers practising in either the United Kingdom or the United States, or both.

This is the new updated edition of what has become a definitive text, first published in 2011. As the three co-authors remind us, English law and the law of the United States --specifically New York -- continue to dominate world debt markets. 'Any company of any size operating across borders,' they add, 'will almost certainly have debt governed by English law and New York law.' And where peaceful co-existence reigns between the two, 'they run hard up against each other' where a company faces stress or distress.

It is truly odd, therefore, that there has apparently been no law text except this one, that has enabled practitioners to identify and activate solutions to the myriad problems that bedevil a distressed company operating transatlantically. This is the only legal text around which, as the authors explain, is 'the first attempt to grapple with these issues from both an English law and a US/New York law perspective in a single volume.'

Read for example – and this is only one example – the chapter on emergency sales in the UK and US. Here is an illuminating perspective on the similarities and major differences between these two jurisdictions in the handling of distress sales. And distressful and complicated they are. As is pointed out at least twice, '…any business that relies on confidence in its financial position, its brand name or goodwill… will be particularly hard hit by suggestions that it is or may soon be experiencing financial distress.'

Likened to "melting ice cubes" suffering from the heat of pending insolvency, such companies lose customers and counterparties all over the place as their reputations become ever more tarnished. The methods for carrying out the emergency sales which may result -- and which vary significantly between the US and UK -- are discussed in succinct but pertinent detail – with the reasonably optimistic note that such methods 'can present an effective means of preserving value in either country.'

Further discussed are any number of issues relevant to restructuring from, for example, the duties of directors and management… to shareholder claims… to employees and trade unions… to pension scheme trustees and regulators… to specific cross-border issues and much more.

Here is an authoritative and highly regarded text which contains a wealth of legal expertise presented by, in addition to the authors, thirty-five expert contributors, all of whom offer the benefits of their extensive experience in this field. Highly readable, easily navigable and copiously footnoted, this handy and helpful volume belongs in the library of every transatlantic practitioner.

The publication date is cited as at 2017.