Q&As

Is there any case law relating to definitions of or discussions on ‘substantially all’ in relation to a company’s assets?

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Published by a LexisNexis Restructuring & Insolvency expert
Published on: 21 November 2019
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As discussed in the article ‘Globalisation of the European loan markets: interpretative challenges and pitfalls’: (2017) 3 JIBFL 143 at [145]:

‘All or substantially all: Regularly referred to in the context of asset disposals and mandatory Prepayment provisions, there is no English reported case-law on the meaning of “all or substantially all”. Its meaning will depend on the usual Rules of English law construction of contracts. There is commentary to suggest that the key interpretative criterion is the value of the assets to the company; but other criteria, for example, whether it refers to the number of assets of a company as a whole, may be equally valid. Most English law practitioners take the view that this phrase means everything other

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Jurisdiction(s):
United Kingdom
Key definition:
Prepayment definition
What does Prepayment mean?

A payment or advance by a receivables purchaser on account of the purchase price of an approved debt typically equal to the prepayment percentage of the notified value of the approved debt.

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