Restructuring Plans

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Spurred on by the coronavirus (COVID-19) pandemic, the government pushed through the Corporate Insolvency and Governance Act 2020 (CIGA 2020).

Among the reforms, CIGA 2020, s 7 and Sch 9 introduced a Part 26A of the Companies Act 2006 (CA 2006)—Arrangements and Reconstructions for Companies in Financial Difficulty (an RP). In June 2022, the Government’s review concluded that the RP has largely met its objectives.

On 23 January 2024, the Court of Appeal handed down its decision in Re AGPS BondCo plc; sub nom Strategic Value Capital Solutions Master Fund LP v AGPS BondCo plc, setting aside the previous sanction order for the restructuring plan. Snowden LJ delivered the leading judgment (with which Nugee LJ and Sir Nicholas Patten agreed) and held that the RP was unfair because it was contrary to the pari passu principle. Snowden LJ gives guidance on many aspects of RPs including (among other things): time-tabling, classes, fair allocation of the restructuring surplus, how cross class cramdown (CCCD) should be applied and the horizontal and vertical comparators. The court also cautioned that ED&F Man is not authority for

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Latest Restructuring & Insolvency News

Restructuring & Insolvency weekly highlights—14 August 2025

This week's edition of Restructuring & Insolvency weekly highlights includes: the interpretation of ‘carrying on business’ for bankruptcy petition jurisdiction (Bridging Finance Inc v Lyons), a discussion of a decision concerning insolvency, declarations of trust, loan agreements, artificial asset protection, sham transactions, transactions defrauding creditors, interspousal asset transfers, the change of position defence and a wife’s entitlement to a share of her husband’s assets (Sayers v Dixon), an analysis of the limits of the equity of exoneration, spousal relationships and direct benefit (Armstrong v Harrow), plus a round-up of other news and cases for restructuring and insolvency professionals.

When is it too late to amend in insolvency proceedings? (Cohen and another v Co-Operative Group Ltd and others)

Restructuring & Insolvency analysis: In a reserved judgment, His Honour Judge Hodge KC (sitting as a judge of the High Court) refused the liquidators permission to amend their points of claim in insolvency proceedings. The effect of the proposed amendments would have increased the value of the claim from an estimated £202.9m (valuation of assets alone) to an estimated £632.1m (valuation of the business and assets). In refusing permission, it was acknowledged that the outcome may seem harsh to the liquidators and the company’s creditors; however, it was remarked that the liquidators only had themselves (and, potentially, their advisers) to blame. The decision provides a salutary reminder to practitioners that there are no special rules for amendments in insolvency proceedings and therefore the importance of properly pleading a case from the outset, or amending it as soon as possible, should not be overlooked. Written by Dale Timson, barrister at Enterprise Chambers.

ICAEW reports new Companies House ACSP requirements and verification rules

The Institute of Chartered Accountants in England and Wales (ICAEW) has reported forthcoming changes to Companies House filing requirements. Effective from 18 November 2025, identity verification will become mandatory for new directors and Persons of Significant Control (PSCs). Additionally, in the spring of 2026, third-party providers will be required to register as Authorised Corporate Service Providers (ACSPs) to file on behalf of companies.

Car dealers arranging motor finance do not owe customers fiduciary duties (Johnson and others v FirstRand Bank Ltd and others)

Financial Services analysis: The Supreme Court has held in three conjoined appeals that claims in the tort of bribery and in equity for dishonest assistance in a breach of fiduciary duty require the recipient of the payment to owe a fiduciary duty of loyalty to the claimant, and that car dealers do not owe their customers such duties when helping to arrange motor finance. The court also held that the circumstances in one case (Johnson) gave rise to an unfair relationship between the lender and the claimant under sections 140A-140C of the Consumer Credit Act 1974 (CCA 1974). This judgment clarifies the law relating to tortious and equitable claims for bribery, will streamline the thousands of motor finance commission cases before the courts and is also likely to have significant repercussions for many other industries where payment of commission is widespread. Written by Christopher Adams, barrister at Henderson Chambers.

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