Asia-Pacific: risk rating map

Transcription

1 Asia-Pacific Risk Rating Map Asia-Pacific: risk rating map SOUTH KOR EA HONG KONG PH I LI PPI N E S I N DON E S IA Key Generally favourable to creditors Neutral or neither favourable to creditors or debtors Generally favourable to debtors Creditors rights Debtors rights Contracts and subordination IFLR SUrvey INSOLVENCY AND CORPORATE REORGANISATION

2 HONG KONG Hong Kong Eleanor Lam, Latham & Watkins, Hong Kong Section 1: CREDITORS RIGHTS 1.1 When may a company seek relief from creditors? Must a company be insolvent? Informal workout: a company may come to an out-of-court agreement with its major creditors for the rescheduling of the company s debts and overall-rescheduling. Insolvency is not required to negotiate an informal workout. Scheme of arrangement: a company can come to a binding compromise with its shareholders and creditors under Part 13, Division 2, of the Hong Kong Companies Ordinance. It does not need to show that it is unable or likely to be unable to pay its debts to negotiate a scheme. Creditors voluntary liquidation: if a company is insolvent and the directors see no way of avoiding liquidation, then the directors and shareholders may, in the absence of a creditor petitioning the court, place it into creditors voluntary liquidation. Compulsory liquidation: commenced by a winding-up petition presented to the court. It is not restricted to situations where a company is insolvent. Hong Kong has no statutory corporate rescue mechanism as of April Does an automatic stay against creditor action arise upon filing of a bankruptcy case? Informal workout: there is no moratorium to prevent creditors from taking action against a company while negotiating an informal workout. Under the Guidelines on the Hong Kong Approach to Corporate Difficulties (the Guidelines), when it becomes generally known that a company is in financial difficulty, the banks initial attitude should be supportive, and they should not withdraw facilities, put the company into receivership or issue writs demanding repayment. However, the Guidelines are not legally binding. They do not apply to non-bank creditors, but a unanimous standstill agreement with all creditors will prevent one from enforcing its claim against the company. Scheme of arrangement: a scheme is binding on all of a company s creditors if it has been accepted by all classes of the company s creditors and shareholders and approved by the court. However the initiation of the process does not trigger a moratorium on creditor actions. Creditors voluntary liquidation: there is no automatic stay of proceedings. However, unsecured creditors cannot enforce their judgement by seizing or attaching the company s assets against the pari passu principle. Compulsory liquidation: once a petition has been presented, the court may appoint a provisional liquidator if the company s assets are in jeopardy and there is a risk that they will not be available for distribution among creditors. Following the provisional liquidator s appointment, no action shall proceed against the company or its property without the court s leave. In the absence of a provisional liquidator s appointment, there will be an automatic stay once a winding-up order has been made. Between the presentation of a winding-up petition and making of a winding-up order, a creditor may apply for an order to stay pending action against the company and its property. Reform: a statutory rescue procedure has been proposed in which an independent provisional supervisor would be appointed to take over the management of a company in financial difficulties, triggering a moratorium against creditor actions for a specified period of time. The bill is pending due to the lack of consensus on the proposed solutions for employees entitlements and personal liability of provisional supervisors. 1.3 Who administers the estate following commencement of a voluntary bankruptcy case? Informal workout: once a workout is agreed, the company will operate under the terms of its arrangement, and creditors, - or a steering committee chaired by the lead bank for larger lender groups - will monitor its implementation. Scheme of arrangement: once a scheme is sanctioned by the court, the company s management remains in place. An administrator is appointed to implement the arrangement. Creditors voluntary liquidation: on the liquidator s appointment, all directors powers will cease unless the company in general meeting or the liquidator sanctions their continuance. Section 2: DEBTORS RIGHTS 2.1 Does the debtor have an exclusive right to propose a reorganisation plan? Informal workout: a restructuring plan is usually recommended by a steering committee chaired by a lead bank or creditor, but neither the chair nor the committee can bind any, creditor to any course of action unless otherwise agreed. Scheme of arrangement: The court will review the reorganisation plan before sanctioning the convening of the creditor and shareholder meetings 64 IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION 2014

3 HONG KONG to ensure that it explains the reasons behind the scheme and contains all the necessary provisions to enable it to proceed. 2.4 Is post-petition financing able to receive super-priority status? 2.2 What are the voting requirements for approval of a plan? Informal workout: the company and all its creditors must unanimously approve the workout terms. Scheme of arrangement: where the schemes do not involve a takeover offer or a general offer, they must be accepted by all classes of the company s creditors and shareholders. Each class must have a separate meeting and approval is by 50% in number of the creditors, as well as the shareholders (unless the court orders otherwise), present and voting and by 75% in terms of value at each meeting of the shareholders and creditors. The court must approve the scheme. 2.3 May a plan be approved above the objection of a creditor or a class of creditors (ie does the concept of a cram-down exist)? Informal workout / scheme of arrangement: a company undergoing restructuring is not prohibited from obtaining additional finance. Under the Guidelines, a bank may provide new money and take a charge over unencumbered security, so long as the bank does not prefer itself over other lenders in respect of old monies it has advanced. In the absence of unencumbered security, banks may also lend new money against a priority charge over security already pledged or other arrangements acceptable to all the banks. This would only apply to new monies advanced and interest thereon. Liquidation: a company subject to insolvency proceedings is not prohibited from obtaining post-petition financing. A liquidator may raise money on the security of the company s assets. The priority of such security will be determined under the general rules on creditor claims priority. 2.5 Can the debtor sell all or a portion of its assets through a going concern reorganization plan or otherwise? Informal workout: the company and all its creditors must unanimously approve the workout terms. Subject to any contractual arrangements with the creditors in an informal workout or the rights and duties as set out in reorganisation plan in a scheme, the company can have a plan, and carry on its business and sell its assets. Scheme of arrangement: a scheme can be approved if it is supported by a specified majority vote at all classes of meetings of creditors and stakeholders and receives court approval. 2.6 What are the duties of directors of an insolvent company? Fiduciary duties: directors owe fiduciary duties: (a) to act bona fide for the benefit of the company; (b) to exercise their powers for their proper purpose; and (c) not to allow any conflict between their duties as directors and their personal interests. Eleanor Lam Latham & Watkins T: F: E: eleanor.lam@lw.com W: Qualified. Victoria, Australia (non-practising), 1993; England and Wales (non-practising), 1994; Hong Kong, 1997 Eleanor Lam offers extensive experience in complex cross-border commercial litigation, arbitration, restructuring and insolvency matters. Lam advises financial institutions, multinational corporations, private and listed companies, and high-profile individuals on a broad range of matters including commercial fraud and insolvency issues, contractual disputes, minority shareholder remedies, regulatory issues and professional negligence in different industry sectors in Hong Kong, Mainland China, Australia, Spain, the Cayman Islands and Samoa. She also assists insolvency practitioners regarding liquidations and receiverships, companies in financial distress and creditors seeking recoveries from distressed debtors. IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION

4 HONG KONG Duty of care and skill: a director need not, in the performance of his duties, exhibit a greater degree of skill than may reasonably be expected from his knowledge and experience, but he will be judged both objectively and subjectively. Such duty applies to a shadow director. Section 3: CONTRACTS AND SUBORDINATION 3.1 How are executory contracts treated? Duties to the company s creditors: the directors must have regard to the interests of the company s creditors where the company is insolvent. No insolvent trading: Hong Kong currently does not have statutory provisions on insolvent trading. Directors may incur liability for torts, misfeasance, fraudulent trading and other breaches of company law, and be subject to a disqualification order. Fraudulent trading: if in the course of the winding up it appears that any business has been carried on with fraudulent intent, the court may declare that any persons who were knowingly parties are personally liable for all or any of the company s debts and criminally liable to a fine and imprisonment of up to five years. Further, a director may be disqualified if it appears that he is guilty of fraud even if he has not been convicted. Disqualification for unfitness: the court is required to consider the conduct of a person who has been or is a director of an insolvent company to determine whether his conduct makes him unfit for management. Disqualification orders can be made for a period between one and 15 years. Liquidation: a liquidator can disclaim onerous contracts with the court s leave and within 12 months of the commencement of the winding up. 3.2 Is contractual subordination enforceable? Yes. Effectiveness of subordination provisions established by case law. Section 4: OTHER MATERIAL CONCERNS 4.1 What other major stakeholders (eg governmental or regulatory institutions) could have a material impact on the outcome of the reorganisation? Because an informal workout or scheme does not trigger a moratorium on creditor actions, a dissenting creditor may still sue the company, seize the company s property or present a winding-up petition. 66 IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION 2014

5 INDONESIA Indonesia Ibrahim Senen, DNC Advocates At Work Section 1: CREDITORS RIGHTS 2.2 What are the voting requirements for approval of a plan? 1.1 When may a company seek relief from creditors? Must a company be insolvent? The company may seek relief from creditors only in cases of suspension of debt payment obligation (PKPU), not in cases of bankruptcy. The company does not have to be insolvent; the debtor company may file for suspension to pay debts to the creditors when it is unable to or expects to be unable to pay its debts (article 222 (2) Indonesian Law ) 1.2 Does an automatic stay against creditor action arise upon filing of a bankruptcy case? An automatic stay does not automatically arise upon the filing of a bankruptcy case. Under Indonesian bankruptcy law (Indonesian Law regarding Bankruptcy and Suspension of Debt Payment Obligation), an automatic stay occurs once a bankruptcy judgment is rendered by the commercial court. 1.3 Who administers the estate following commencement of a voluntary bankruptcy case? Indonesian law recognises reorganisation plans in bankruptcy (kepailitan) and PKPU. In PKPU, under article 151 of Law 37, the voting requirement is approval in the creditor meeting of more than half of the total concurrent creditors attending the meeting and whose rights are admitted, or are temporarily admitted, who represent no less than two-thirds of the total concurrent claims which are admitted or temporarily admitted. In bankruptcy, under article 281 (1) of Law 37, the voting requirements for approval of the reorganisation plan are based on: (i) approval of more than half of total concurrent creditors (whose right is acknowledged or temporarily acknowledged) present in the creditor meeting, who jointly represent at least two-thirds of part of the entire collection acknowledged or temporarily acknowledged; and, (ii) approval of more than half of the total creditors, whose receivable is guaranteed by lien, fiduciary security, security right, mortgage, or other collateral rights on property, and are present or represent at least two-thirds of the entire collection. 2.3 May a plan be approved over the objection of a creditor or a class of creditors (ie does the concept of a cram-down exist)? The estate is administered by administrators or liquidators appointed by the court. In bankruptcy cases, under article 15 and 16 of Law 37, the estate is administrated by the receiver (kurator), which is appointed by the court as stated in the bankruptcy judgment. The receiver is authorised to perform the management of the bankruptcy estates from the date the bankruptcy judgment is rendered, despite any appeal against said judgment. Section 2: DEBTORS RIGHTS 2.1 Does the Debtor have an exclusive right to propose a reorganisation plan? A reorganisation plan can still be approved by the court as long as it meets the voting requirements as stipulated in the Bankruptcy Law and it is deemed acceptable by the court. The court has the final approval on the validation of the reorganisation plan; it also has the ultimate rights, and is obliged to reject the reorganisation plan if conditions including those listed under article 159 (2) Law 37 arise. The concept of cram-down does exist in Indonesian bankruptcy law, whereby the bankrupt debtor (represented by the receiver) may retain the collateral as long as they offer repayment of the secured portion or fair market value of the collateral in their repayment plan. 2.4 Is post-petition financing able to receive super-priority status? The debtor does not have the exclusive rights to propose a reorganisation plan in a bankruptcy case. However, in PKPU, according to article 222 of Law 37, only the debtor can propose the reorganisation plan. There is no super-priority status for post-petition financing, but the receiver may obtain post-petition financing from a third party so long as such financing may increase the value of bankruptcy estate. If the financier as creditor is asking for security to secure the post-petition financing, such financing should be approved by the supervisory judge. IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION

6 INDONESIA 2.5 Can the debtor sell all or a portion of its assets through a going concern reorganisation plan or otherwise? Once the reorganisation plan is validated by the court, then the debtor regains full authority over its assets, and may then sell its assets. If within this period, the receiver has not responded or is unwilling to continue the performance of the contract, the contract will be terminated and the demanding party may file a claim for the losses, and will be treated as an unsecured creditor. However, under article 34 of Law 37, if the executory contract intended to transfer the title on land, convey the ownership of a vessel, create a mortgage or hypothec or provide fiduciary security, such contract will not be performed after the insolvent condition decision is rendered. 2.6 What are the duties of directors of an insolvent company? The directors of the insolvent company lose their authority to run the company. According to article 24 (1) of Law 37, the directors can still function under the condition that if reduction of the estates is necessary, then the receiver will take control over them. Section 3: CONTRACTS AND SUBORDINATION 3.1 How are executory contracts treated? 3.2 Is contractual subordination enforceable? Contractual subordination is enforceable. Under Indonesian bankruptcy law, the pari passu pro rata principle applies; each creditor will receive a portion of the debtor s assets according to its type of claim. Section 4: OTHER MATERIAL CONSIDERATIONS If a bankruptcy judgment is rendered when there is an executed contract that has not yet or has only been partially performed, article 36 paragraph (1) of Law 37 stipulates that the party with whom the debtor has a contract with may request from the receiver confirmation of a specific time-period in which to complete the contract. 4.1 What other major stakeholders (eg governmental or regulatory institutions) could have a material impact on the outcome of the reorganisation? Only major stakeholders have the authority to issue policy which may effect the reorganisation plan. Ibrahim Senen DNC Advocates At Work Permata Kuningan Penthouse Floor Jalan Kuningan Mulia Kav, 9C Jakarta 12980, Indonesia T: F: E: ibrahim-advocate@work-dnc.com W: Ibrahim Senen specialises in commercial and insolvency litigation and anti-counterfeiting and anti-piracy law related to intellectual property. He received his undergraduate degree at the University of Indonesia s Faculty of Law and continued his studies at Erasmus University in Rotterdam. He has also participated in professional development programmes in the US and across Asia. Senen is registered as an advocate under the Indonesian Bar Association. He is also a registered tax attorney and a registered intellectual property consultant, and was involved in founding the Indonesian Intellectual Property Society. He is also a member of the International Trademark Association and the Association for Intellectual Property Consultants (Asosiasi Konsultan HKI). 68 IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION 2014

7 THE PHILIPPINES The Philippines Rafael A Morales and Ronald Mark C Lleno, SyCip Salazar Hernandez & Gatmaitan Section 1: CREDITORS RIGHTS 1.1 When may a company seek relief from creditors? Must a company be insolvent? According to Republic Act 10142, or the Financial Rehabilitation and Insolvency Act of 2010 (FRIA), section 12, a company may seek relief from creditors by filing a petition for voluntary rehabilitation if it is: (i) insolvent; or (ii) unable to pay its obligations as they become due. 1.2 Does an automatic stay against creditor action arise upon filing of a bankruptcy case? If the court finds the petition for rehabilitation to be sufficient in form and substance, it will issue a Commencement Order, which includes a Stay or Suspension Order, within five working days of the filing of the petition. 2.3 May a plan be approved over the objection of a creditor or a class of creditors (ie does the concept of a cram-down exist)? Notwithstanding the rejection of the rehabilitation plan by the creditors, the court may confirm the rehabilitation plan if: (i) it complies with the requirements specified in the law; (ii) the rehabilitation receiver recommends its confirmation; (iii) the shareholders of the insolvent company would lose at least their controlling interest as a result of the rehabilitation plan; and (iv) it would likely provide the objecting class of creditors with compensation which has a net present value greater than that which they would have received if the debtor were under liquidation. 2.4 Is post-petition financing able to receive super-priority status? 1.3 Who administers the estate following commencement of a voluntary bankruptcy case? Credit arrangements and other obligations incurred by the company under rehabilitation are generally treated as administrative expenses of the petition. The court may authorise the payment of such administrative expenses as they become due and are not covered by the Stay or Suspension Order. The estate is administered by a rehabilitation receiver appointed by the court. 2.5 Can the debtor sell all or a portion of its assets through a going concern reorganisation plan or otherwise? Section 2: DEBTORS RIGHTS 2.1 Does the debtor have an exclusive right to propose a reorganisation plan? The insolvent company s petition includes a rehabilitation plan. During the initial hearing on the petition, the creditors will be directed to comment on the rehabilitation plan. If the petition is given due course, the court will direct the rehabilitation receiver to review, revise and recommend action on the rehabilitation plan. 2.2 What are the voting requirements for approval of a plan? As a rule, no property of the debtor can be sold, except in the ordinary course of business, or unless necessary to finance the administrative expenses of the rehabilitation proceedings. However, the court may authorise the sale of unencumbered property of the debtor outside the ordinary course of business upon proof that the property, by its nature or because of other circumstance, is perishable, costly to maintain, susceptible to devaluation or otherwise in jeopardy. 2.6 What are the duties of directors of an insolvent company? Unless the court directs otherwise, the management of the juridical debtor will remain with the existing management. However, all transactions affecting title or interest in property will be subject to the approval of the rehabilitation receiver and the court. The rehabilitation plan is deemed to have been approved by a class of creditors if members of the said class holding more than 50% of the total claims vote in favour of the rehabilitation plan. Section 3: CONTRACTS AND SUBORDINATION 3.1 How are executory contracts treated? All valid and subsisting contracts of the debtor with creditors and other third parties continue in force. Within 90 days of the commencement of IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION

8 THE PHILIPPINES proceedings, the debtor, with the consent of the rehabilitation receiver, must notify and ask each contractual counter-party whether it is confirming a particular contract. 3.2 Is contractual subordination enforceable? Contractual subordination is enforceable but subject to the provisions of the Civil Code on concurrence and preference of credits. Generally, taxes due to the government are given priority over other credits. Section 4: OTHER MATERIAL CONSIDERATIONS 4.1 What other major stakeholders (eg governmental or regulatory institutions) could have a material impact on the outcome of the reorganisation? In its Commencement Order, the court will direct the Bureau of Internal Revenue to comment or oppose the petition, or file a claim against the debtor. Rafael A Morales SyCip Salazar Hernandez & Gatmaitan 4/F SyCipLaw Center 105 Paseo de Roxas Makati City, 1226 Metro Manila Philippines T: (632) / 600 / 700 F: (632) / 567 / 145 E: ramorales@syciplaw.com Rafael Morales is the managing partner at SyCip Salazar Hernandez & Gatmaitan, the largest law firm in the Philippines. He was previously the head of the firm s banking, finance and securities department. He is a professorial lecturer at the College of Law of the University of the Philippines, and the author of two books, The Philippine General Banking Law (Annotated) and The Philippine Securities Regulation Code (Annotated) as well as numerous legal articles. Among his many recognitions, he is cited in Euromoney Legal Media Group s Guide to the World s Leading Banking Lawyers and included in Asian Legal Business list of 100 pre-eminent Asia- Pacific lawyers. He is a former president of the Inter-Pacific Bar Association. Ronald Mark C Lleno SyCip Salazar Hernandez & Gatmaitan 4/F SyCipLaw Center 105 Paseo de Roxas Makati City, 1226 Metro Manila Philippines T: (632) / 600 / 700 F: (632) / 567 / 145 E: rmclleno@syciplaw.com Ronald Mark Lleno is a partner at SyCip Salazar Hernandez & Gatmaitan, the largest law firm in the Philippines. Lleno s practice areas are litigation and labour law. He handles cases before all levels of the Philippine judiciary, including regional trial courts, the Court of Tax Appeals, the Court of Appeals, and the Supreme Court. These cases include civil, criminal, labour, corporate and tax matters. He also appears before administrative and quasi-judicial agencies, including the National Labour Relations Commission, the Bureau of Internal Revenue, the Securities and Exchange Commission, the Philippine Overseas Employment Administration, the Central Board of Assessment Appeals and the Intellectual Property Office of the Philippines. 70 IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION 2014

9 SOUTH KOREA South Korea Sang Goo Han and Yoori Choi, Yoon & Yang Section 1: CREDITORS RIGHTS 2.2 What are the voting requirements for approval of a plan? 1.1 When may a company seek relief from creditors? Must a company be insolvent? The Debtor Rehabilitation and Bankruptcy Act (DRBA) governs bankruptcy proceedings and reorganisation proceedings in Korea. In this response, bankruptcy proceeding refers to the liquidation proceeding prescribed under the DRBA, reorganisation proceeding refers to the reorganisation proceeding prescribed under the DRBA, and insolvency proceeding refers collectively to a bankruptcy proceeding and a reorganisation proceeding To be eligible for a bankruptcy proceeding, the company should be unable to pay debts as they become due or have liabilities in excess of assets. To be eligible for a reorganisation proceeding, the company should be unable to pay debts as they become due without resulting in a clear disruption to the continuation of its business, or there should be a likelihood that the company will be eligible for a bankruptcy proceeding. In order for the court to approve a reorganisation plan, each of the following groups should pass the resolution approving the reorganisation plan at the interested parties meeting with the following minimum votes: (i) unsecured creditors group: votes representing two-thirds of the total amount of the unsecured claims; (ii) secured creditors group: votes representing three-quarters of the total amount of the secured claims for going-concern types of reorganisation plans and votes representing four-fifths of the total amount of the secured claims for liquidation types of reorganisation plans (see section 2.5); and (iii) shareholders group: votes representing half of the total number of shares of the shareholders who voted at the interested parties meeting, unless the aggregate amount of debt exceeds the aggregate amount of assets of the debtor, in which case approval from the shareholders group is not required. 1.2 Does an automatic stay against creditor action arise upon filing of a bankruptcy case? 2.3 May a plan be approved over the objection of a creditor or a class of creditors (ie does the concept of a cram-down exist)? An automatic stay against all creditor action arises upon the court s issuance of the order to commence an insolvency proceeding. If the debtor wishes to stay a creditor action before the issuance of the commencement order, which would typically be issued within one month from the filing of an insolvency case, the debtor needs to obtain a separate order from the court. 1.3 Who administers the estate following commencement of a voluntary bankruptcy case? Cram-down exists. Provided that at least one of the groups referred to in section 2.2 approves the reorganisation plan, the court may approve the plan over the rejection of any groups by inserting a provision protecting these groups. 2.4 Is post-petition financing able to receive super-priority status? In a bankruptcy proceeding, the estate is administered by the trustee appointed by the court. In a reorganisation proceeding, the estate is administered by the administrator appointed by the court, who will be the existing management in the absence of fraud or mismanagement. Post-petition financing requires approval from the court. Upon approval, claims arising from post-petition financing will constitute administrative claims, which are not affected by the reorganisation plan and should be paid in full when due. Administrative claims enjoy a superior status over secured and unsecured reorganisation claims. Furthermore, administrative claims arising from post-petition financing have superior priority over other administrative claims, which may include claims arising from employee salary and tax. 2.5 Can the debtor sell all or a portion of its assets through a going concern reorganisation plan or otherwise? Section 2: DEBTORS RIGHTS 2.1 Does the debtor have an exclusive right to propose a reorganisation plan? Any of the administrator, debtors, shareholders and creditors may submit the reorganisation plan. There are two types of reorganisation plans: a liquidation plan and a goingconcern plan. Under the former, all assets of a debtor may be sold. However, under the latter, only the assets not necessary for the debtor s business may be sold, as otherwise the debtor s continued business would not be possible. IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION

10 SOUTH KOREA The DRBA does not restrict the specific procedures for selling assets so long as the procedure is generally deemed to be fair. Typically, the assets are sold through open bidding. However, sales of assets exceeding a certain value need the approval of the court. 2.6 What are the duties of directors of an insolvent company? Upon commencement of the reorganisation proceeding, the administrator has the exclusive authority to operate the debtor company and manage and dispose of its assets. Any conflicting provisions in the non-bankruptcy statutes, such as the Commercial Code, and articles of incorporation of the debtor company requiring the resolution of the board of directors or shareholders cease to be applicable. Therefore, during the reorganisation proceeding, the directors have virtually no rights or obligations. Section 3: CONTRACTS AND SUBORDINATION 3.1 How are executory contracts treated? 3.2 Is contractual subordination enforceable? Certain types of subordination agreement may be allowed in some circumstances. For example, a creditor may agree to payment terms for that creditor s claim that are more unfavourable than the payment terms applicable to other creditors claims in the same group. Section 4: OTHER MATERIAL CONSIDERATIONS 4.1 What other major stakeholders (eg governmental or regulatory institutions) could have a material impact on the outcome of the reorganisation? In general, there are no major stakeholders that could have a material impact on the outcome of the reorganisation. The reorganisation proceeding is generally exclusively supervised and administered by the court. Executory contracts may generally be assumed or rejected by the administrator or trustee with court approval. Sang Goo Han Partner, Yoon & Yang LLC 18th, 19th, 22nd, 23rd, 34th Fl., ASEM Tower 517 Yeongdong-daero, Gangnam-Gu, Seoul , Korea T: F: W: Sang Goo Han is a partner at Yoon & Yang LLC. His principal practice areas are insolvency and bankruptcy, M&A and corporate matters, but he concentrates on insolvency and bankruptcy matters and M&A of restructuring companies. Before joining Yoon & Yang, he served as a judge at Seoul District Court in 1999 and Suwon District Court, Sungnam Branch from 1997 to He also served as a bankruptcy administrator for Choyang Shipping Co from 2004 to 2008, Woosung Distribution in 2004 and GTV from 2001 to He received his LLB from Seoul National University College of Law in 1991 and was admitted to practice law in Korea in Yoori Choi Foreign attorney, Yoon & Yang LLC 18th, 19th, 22nd, 23rd, 34th Fl., ASEM Tower 517 Yeongdong-daero, Gangnam-Gu, Seoul , Korea T: F: W: Yoori Choi is a foreign attorney at Yoon & Yang LLC. Her practice areas include mergers and acquisitions, cross-border transactions, and trade marks. She has provided advisory services to multinational corporations and domestic corporations in various industries. She received her JD from the University of California, Hastings College of the Law with a concentration in tax in 2009 and her Bachelor of Commerce degree from the University of Toronto in She was admitted to practice law in California in IFLR SURVEY INSOLVENCY AND CORPORATE REORGANISATION 2014