Tim Carter
Tim advises on all aspects of restructuring and corporate and personal insolvency, including from corporate simplification projects to distressed business transations. His clients range from insolvency practitioners, corporates, stakeholders and other investors to directors and individuals. He also has expertise in matters involving insolvency litigation.
Tim is head of the restructuring and insolvency practice, having been a partner since 2010.
Tim is a member of INSOL, the International Bar Association (IBA) and ABI (American Bankruptcy Institute). He speaks at seminars/webinars and writes articles for various legal and industry publications including Insolvency Intelligence, Accountancy Today and Accountancy Age. He also provides comment for the national press including The FT, The Independent and The Guardian.
Practice Area
Panel
- Contributing Author
2 Contributions by Tim Carter
PRACTICE NOTES
Buying property from an administrator: due diligence, landlord consent, licences, security release and SPA drafting (England and Wales)
Property often constitutes part of the assets of an insolvent company to be realised by an administrator, and it is frequently crucial to a would-be purchaser wishing to keep the business operating after completion. That said, a purchaser must appreciate that acquiring a property from an insolvent company involves several notable differences, and a distinct strategy is required from that used where the company is solvent. This Practice Note identifies the principal divergences between purchasing property from a solvent company and one in administration, predominantly in the leasehold arena, though many of the observations will likewise be relevant to freehold transactions.
Difference in approach compared to a solvent seller of property
Buying from an insolvent vendor necessitates a different approach than a transaction with a solvent seller, reflecting the particular context of administration and the nature of the assets being disposed of.
Due diligence and timescales
Contracts for the sale and purchase of land rest on the legal doctrine of caveat emptor (buyer beware). Consequently, it falls to the buyer to undertake whatever level of due diligence it considers necessary to be satisfied that it wishes to proceed with the acquisition of the property...
Restructuring & Insolvency
PRACTICE NOTES
Distressed and Accelerated Asset Sales: Legal Framework, Directors’ Duties, Risk Allocation and Process (England and Wales)
General overview of asset sales
Whether a buyer acquires assets from a solvent owner, or from a distressed seller subject to a formal insolvency process in the asset transaction context, a range of differing legal and practical issues and considerations will arise for those involved on all sides in practice. The Insolvency Act 1986 (IA 1986) sets the rules and regulates various formal insolvency procedures affecting both corporate bodies and individuals alike in defined circumstances. In England and Wales, the principal corporate procedures are administration and liquidation in particular:
if the company is in liquidation (compulsory or voluntary) and the appointed liquidator cannot sell the business as a going concern, the liquidator will realise the insolvent company’s assets—ideally as a single job lot where feasible and appropriate, otherwise piecemeal where necessary as needed—to ultimately maximise the funds available for distribution to creditors
when a company enters administration, the administrator assumes control of the company’s assets from the directors, with the aim of meeting one of the statutory purposes of administration (see Practice Note: Administration—an introductory guide). In some cases, and from time to time, the administrator will secure the best value for the company’s assets by using a pre-pack sale process...
Restructuring & Insolvency
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