It was pure coincidence that the firm was asked around five years ago for advice regarding the liquidation of a German company’s U.S. assets. The German insolvency administrator had another client for whom we had founded a company in Delaware many years ago. Our activities in the field of insolvency have since increased steadily. In most cases, at the first stage, it is about granting the insolvency administrator control over the (solvent) American subsidiary’s affairs.
This is not a matter of course; the rules under the corporate law of most U.S. states are devised in such a way that the rights of shareholders are limited to a small list of business transactions, and insolvency proceedings are not one of them. At the second stage, the firm can offer counsel on either the sale of the U.S. subsidiary’s assets, or the sale of the company as a whole. In both cases, numerous American regulations must be observed, which aim to protect the employees, for example, or govern their 401(k) pension options.