O'Toole and McNeill Analyze the Latest Failure to Create Bankruptcy-Proof Entities

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Article

Matthew J. O'Toole, R. Stephen McNeill and Eric R. Glickman

In “The Golden Share: An Analysis of the Latest Failure to Create Bankruptcy-Proof Entities,” an article published in the Norton Annual Survey of Bankruptcy Law, partner Matt O’Toole, associate Steve McNeill and former associate Eric Glickman provide an overview of the use of bankruptcy-remote, special purpose entities, particularly Delaware limited liability companies, in structured finance transactions. The article focuses on the doctrine of federal preemption as a basis for courts' steadfast refusal to enforce contractual provisions that would in effect waive the availability of bankruptcy protections. It also evaluates the potential impact recent case law may have on structured finance transactions, and discusses some practical considerations for structuring bankruptcy-remote, special purpose entities.

Norton Annual Survey of Bankruptcy Law offers cutting-edge commentary on substantive and procedural issues in bankruptcy law practice and the constitutionality of the Bankruptcy Court, along with developments in the changing and often complex body of bankruptcy case law and in international law. It also highlights proceedings of the American College of Bankruptcy.

For the full article or for more information on the Norton Annual Survey of Bankruptcy Law, Volume 2017, visit Thomson Reuters.

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