Jurisdiction in cross-border schemes—Re Van Gansewinkel Groep B.V

Jurisdiction in cross-border schemes—Re Van Gansewinkel Groep B.V

According to Alex Rogan, an associate in the corporate restructuring team at Skadden, the Van Gansewinkel judgment is the latest example of a trend in recent years for schemes of arrangement to be successfully used to restructure the English law governed financial obligations of overseas companies that do not have their centre of main interest (COMI), or an establishment, or any significant assets in England.

Original news

Re Van Gansewinkel Groep B.V and others [2015] EWHC 2151 (Ch), [2015] All ER (D) 241 (Jul)

The Chancery Division held that, in all the circumstances, it had jurisdiction and it was appropriate to exercise its discretion to sanction cross-border schemes of arrangement in respect of the group, Van Gansewinkel Groep BV. The scheme creditors could be regarded as coming within the jurisdiction of the English court under Regulation (EU) 1215/2012, art 8(1) (Brussels I (recast)) for the purposes of the exercise of the scheme jurisdiction in relation to them. The court further considered the proper approach, in practice, to applying for the sanction of schemes of arrangement where jurisdictional issues might be involved.

What is the background to the schemes?

The case concerned an application for the sanction of inter-conditional schemes of arrangement for five Dutch companies and one Belgian company in the Van Gansewinkel Group. The schemes were a necessary part of the steps required to enable an urgent restructuring of the group's financial indebtedness. The scheme companies did not have their COMI, or any establishment, or any significant assets in England -nevertheless, the terms of their debt documentation were governed by English law.

What practical guidance did the judge give on best practice for schemes applications?

This judgment provides welcome guidance on best practice for scheme applications and in particular will assist practitioners to identify which matters they will be required to bring to the court's attention. In particular it sets out a number of points relating to the so called 'Practice Statement Letter' and the amount of information that should

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