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The Swiss Reorganization Law[1]

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The Swiss Reorganization Law[1] RECHT Hans Caspar von der Crone, Bettina Kopta-Stutz, Loïc Pfister Some Theses Concerning Modern Swiss Reorganization Law Going Concern and Corporate Governance The Swiss reorganization law [1] does not meet the ence on debtor’s behavior before bank- ruptcy [6]. This legal enforcement should demands of a modern reorganization law in many re- strengthen the creditors’ expectations spects. A radical reform is overdue [2]. It is today largely that the debtor would meet its obliga- tions. Thus, it offers an incentive for the approved that reorganization proceedings under judi- creditors to give (more) credit [7]. From cial protection are initiated too late. As a consequence, this point of view, a «debtor-friendly» reorganization law can provide incen- business operations collapse. One of the main goals of tives that adversely affect the economy. a future reformation has therefore to be the mainte- On the other hand, a company’s bank- nance of business operations. Below, some basic con- ruptcy and liquidation normally causes siderations about these goals and – to begin with – high costs to the economy. The transi- tion from a running company to mere the legal purpose of reorganization law are taken into assets typically involves a substantial account.* loss of value [8]. Moreover, employees, suppliers, and customers depend on the company for their subsistence or finan- cial prosperity. They all stand to suffer from the collapse of the company [9]. 1. Legal Purpose resources in the economy. The alloca- These additional losses to the economy tion function ensures that the resources have to be taken into account in order Looking into the reorganization law in- of the economy are allocated to compa- to attain allocative efficiency. Liquida- duces us, first of all, to question wheth- nies that make the best use of them [5]. tion does not always result in efficient er the policy of law demands a reor- Furthermore, bankruptcy not only as- allocation of resources. In fact, a more ganization law and, if so, what its legal sumes the liability, but also has, through efficient allocation of resources can be purpose should be. The main issue of threat of sanction, a preventive influ- in some cases achieved by reorganizing these considerations is whether a com- the company [10]. pany’s bankruptcy and liquidation – as a painful, but inevitable consequence Concerning the prevention of frivolous of the market-based mechanism – or its running into debt, it is important to no- reorganization is the more reasonable tice that threat of bankruptcy often fails solution in terms of economic and so- to have its intended preventive effect. cial policy. In order to discuss this issue The preventive effect is based on the as- it is necessary to contemplate it from sumption that those who manage the two different points of view [3]: company are also the company’s own- ers [11]. Indeed, there are many sole On the one hand, bankruptcy is the proprietorships in the Swiss economy. legal enforcement measure by which However, most of the major enterprises unprofitable companies are liquidated, with a large damage potential are incor- thus freeing the economy from these porated companies [12]. In all these harmful elements [4]. In doing so, bank- companies, ownership and management ruptcy serves the efficient allocation of are separated with the consequence that bankruptcy all too often affects in- Hans Caspar von der Crone, Prof. Dr., nocent people [13]. Moreover, it must * This article is a part of the project «Corporate Professor of Private, Commercial, and be pointed out that economic progress Governance and Reorganization of Companies» Corporate Law at the Faculty of Law, supported by the Swiss National Science Founda- University of Zurich, Zurich depends on the willingness to take ex- tion [project number 101411-104138]. tended risks [14]. 1028 Der Schweizer Treuhänder 12/05 RECHT Hans Caspar von der Crone, Bettina Kopta-Stutz, Loïc Pfister, Some Theses Concerning Modern Swiss Reorganization Law In our opinion, the reasons backing the ity there are empirical ratios concerning Assuming the shareholders have decid- need of a reorganization law prevail. both indicators, which can be consult- ed to establish an early warning system, Therefore, it is the responsibility of a ed [23]. the board of directors is the body quali- progressive legal system to offer finan- fied to select and determine in detail cially distressed companies an up-to- In view of companies’ diverse econo- the expedient liquidity and equity ratios date reorganization procedure as a real mic circumstances and their fluctuating in the company’s articles of corporation. alternative to bankruptcy. In doing so, need for liquidity and equity capital It has, due to its duties, the required the legal purpose should not be to avoid depending on the sector and the stage of know-how as well as the specific know- bankruptcy at any price, but to achieve development, concrete legislative regu- ledge of the company and its line of a «symbiosis» between reorganization lation is not appropriate [24]. Instead, business [26]. and bankruptcy [15]. Each individual for flexibility, companies decide them- case should be analyzed as to whether selves on the adequate ratios suitable for The proposition given above may be reorganizing the company makes sense their business. To maintain transparen- outlined by the following: The statutory from an economic point of view. At cy, they should write them in the articles power is conferred at the shareholders’ the same time, the reorganization pro- of corporation. In doing so, it is up to meeting to enable the board of direc- cedure has to be implemented in such the shareholders to decide whether to tors to write down the suitable liquidity a manner that the going concern is establish such a system [25]. This option and equity ratios in the company’s ar- kept [16]. is justified by the fact that an early ticles of corporation. In doing so, the warning system can have momentous board of directors is responsible for the consequences on the future of the com- appropriate selection of the ratios, tak- 2. Going Concern pany, and thus on the shareholders’ in- ing into consideration the specific eco- terests. The system allows the board of nomic circumstance of the company 2.1 Current Law directors to file for reorganization pro- and its line of business. ceedings with direct consequences on Under the current Swiss reorganization the shareholders’ interests before the law, the board of directors of a company company’s liabilities exceed its assets. 2.3 Initiation of is de facto not able to file for bank- Considering this fact, even the credi- Reorganization Proceedings ruptcy until the company’s liabilities tors’ interests do not justify the legal exceed its assets [17]. But by that time, duty to establish an early warning sys- As mentioned above, an early warning a company is normally no longer finan- tem. Furthermore, it should be taken system can form a trigger mechanism to cially able to continue its business [18]. into account that the institution of such file for reorganization proceedings in Maintaining the ability to remain in a system is in the interest of the share- good time. However, there is no incen- business requires earlier initiation of holders as well. The owners acquire an tive for the board of directors to file for reorganization proceedings [19]. Reor- additional instrument for monitoring reorganization proceedings [27]. There- ganization proceedings should be ini- the management’s performance. This fore, the board of directors should tiated at a time when there are still allows them to exercise their member- be legally obligated to take care of the enough equity capital and liquid assets ship rights earlier than today in an emer- going concern. It must take action at to maintain the business operations. gency. the very moment when the require- ments for the continuation of business, i. e. equity capital and liquidity, will not 2.2 Early Warning System be met in the foreseeable future [28]. As a consequence, the board of direc- For this purpose, the current trigger tors has to be able to file for reorgani- mechanism that the company’s liabili- zation proceedings under judicial pro- ties have to exceed its assets, should be tection at the time when the going con- complemented by an early warning sys- cern is no longer guaranteed in the tem based on equity ratio and liquidity foreseeable future [29]. The court must ratios. Liquidity squeezes are critical have the power to grant the petition for for the going concern: When the ability reorganization proceedings as soon as to pay in the foreseeable future is not the board of directors substantiates by guaranteed, the going concern is com- prima facie evidence that the going promised as well [20]. Furthermore, in concern is compromised in the short to every commercial activity an adequate middle term. The opening of reorgani- amount of equity capital is needed to be zation proceedings does not require the able to provide the company with the Bettina Kopta-Stutz, lic. iur., research company’s liabilities exceed its assets. necessary working funds and to cover fellow in the project «Corporate Gover- Moreover, the company does not have loss [21]. Therefore, liquidity ratios and nance and Reorganization of Companies» to be insolvent. an equity ratio are suitable indicators led by Professor Hans Caspar von der Crone, currently visiting scholar at Yale for a financial crisis in any company [22]. Law School, New Haven/USA According to the current law, the in- Moreover, for every commercial activ- junction that stops foreclosure, garnish- Der Schweizer Treuhänder 12/05 1029 RECHT Hans Caspar von der Crone, Bettina Kopta-Stutz, Loïc Pfister, Some Theses Concerning Modern Swiss Reorganization Law ments, and collection activity against the they vote on the plan and other relevant priate management is of such impor- debtor does not automatically go into matters.
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