Enzen Global Ltd, Re [2025] EWHC 852 (Ch) (09 April 2025)

Enzen Global Ltd, Re [2025] EWHC 852 (Ch) (09 April 2025)

The restructuring plans for Enzen Global Limited and Enzen Limited are sanctioned under Part 26A of the Companies Act 2006. The statutory conditions for cross-class cramdown are satisfied: no dissenting creditor is worse off than in the relevant alternative (administration), and at least one class with a genuine economic interest approved the plans by the requisite majority. The plans are fair, the allocation of restructuring surplus is justified, and there is no manifest unfairness or procedural defect. Objections from dissenting creditors do not warrant withholding sanction.

Citation
[2025] EWHC 852 (Ch)
Parties
Applicant Company: Enzen Global Limited; Applicant Company: Enzen Limited; Respondent Creditor: His Majesty's Revenue and Customs (HMRC)
Jurisdiction
England and Wales
Judgment Date
09 April 2025
Procedural Posture
Restructuring Plan Sanction Application (part 26 a Companies Act 2006) / Sanction Hearing and Final Judgment
Outcome
Restructuring plans for Enzen Global Limited and Enzen Limited sanctioned under Part 26A Companies Act 2006, including cross-class cramdown over dissenting creditor classes.
Legal Topics
Restructuring Plans, Cross Class Cramdown, Creditors' Meetings, Class Composition, Preferential Creditors, Unsecured Creditors, Debt for Equity Swap, Judicial Discretion in Sanctioning Plans
Insolvency Law Company Law Restructuring Plans Cross Class Cramdown Creditors' Meetings Class Composition Preferential Creditors Unsecured Creditors +2 more

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Parties

Enzen Global Limited

Applicant Company

Enzen Limited

Applicant Company

His Majesty's Revenue and Customs (HMRC)

Respondent Creditor

Procedural Posture

Restructuring Plan Sanction Application (part 26 a Companies Act 2006) / Sanction Hearing and Final Judgment

Legal Issues

  1. 1 Whether the restructuring plans for Enzen Global Limited and Enzen Limited should be sanctioned under Part 26A of the Companies Act 2006, including cross-class cramdown over dissenting creditor classes; Whether the statutory conditions for cramdown (section 901G) are satisfied; Whether the plans are fair and free from manifest unfairness in the allocation of restructuring surplus; Whether the treatment of dissenting classes and intra-class discrimination is justified; Whether there is any jurisdictional or procedural defect ('blot') in the plans

Ratio Decidendi

The restructuring plans for Enzen Global Limited and Enzen Limited are sanctioned under Part 26A of the Companies Act 2006. The statutory conditions for cross-class cramdown are satisfied: no dissenting creditor is worse off than in the relevant alternative (administration), and at least one class with a genuine economic interest approved the plans by the requisite majority. The plans are fair, the allocation of restructuring surplus is justified, and there is no manifest unfairness or procedural defect. Objections from dissenting creditors do not warrant withholding sanction.

Court Disposition

Restructuring plans for Enzen Global Limited and Enzen Limited sanctioned under Part 26A Companies Act 2006, including cross-class cramdown over dissenting creditor classes.

Orders

  • Sanction of the restructuring plan for Enzen Global Limited as proposed.
  • Sanction of the restructuring plan for Enzen Limited as proposed.