Zlomrex International Finance S.A., Re [2013] EWHC 4605 (Ch) (26 November 2013)

Zlomrex International Finance S.A., Re [2013] EWHC 4605 (Ch) (26 November 2013)

The English court has jurisdiction to convene a meeting of creditors for the scheme of arrangement because the company has established a sufficient connection with England through its COMI and operational relocation. The class of creditors is properly constituted, and the scheme may proceed, subject to further consideration of the waiver of Chapter 15 recognition and the form of the order.

Citation
[2013] EWHC 4605 (Ch)
Parties
Applicant Company: Zlomrex International Finance S.A.
Jurisdiction
England and Wales
Judgment Date
26 November 2013
Procedural Posture
Scheme of Arrangement Under Companies Act 2006 / Application to Convene Creditors' Meeting
Outcome
Application granted to convene a meeting of beneficial owners of the Notes.
Legal Topics
Scheme of Arrangement, Jurisdiction, Centre of Main Interest (comi), Recognition of Foreign Schemes
Corporate Insolvency Cross Border Restructuring Scheme of Arrangement Jurisdiction Centre of Main Interest (comi) Recognition of Foreign Schemes

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Parties

Zlomrex International Finance S.A.

Applicant Company

Procedural Posture

Scheme of Arrangement Under Companies Act 2006 / Application to Convene Creditors' Meeting

Legal Issues

  1. 1 Whether the English court has jurisdiction to convene a creditors' meeting for a French-registered company
  2. 2 Whether the company's COMI is in England and Wales
  3. 3 Whether the class of creditors is properly constituted

Ratio Decidendi

The English court has jurisdiction to convene a meeting of creditors for the scheme of arrangement because the company has established a sufficient connection with England through its COMI and operational relocation. The class of creditors is properly constituted, and the scheme may proceed, subject to further consideration of the waiver of Chapter 15 recognition and the form of the order.

Court Disposition

Application granted to convene a meeting of beneficial owners of the Notes.

Orders

  • Meeting of beneficial owners of the Notes to be convened.
  • Scheme documents to be identified but not approved by the court.