Intra-Group Financing and Enterprise Group Insolvency: Law and Practice

by Ilya Kokorin

Overview

This book examines common intra-group financial transactions, such as intra-group loans and cross-guarantees, highlighting their impact and treatment in the insolvency and restructuring of multinational enterprise groups. It identifies the unique challenges posed by the complex corporate and financial structures of multinational firms when one or more group entities face insolvency. It provides a comparative analysis of statutes and recent case law from three leading restructuring forums: the UK, the USA and the Netherlands.

Key Features:

• Assesses how insolvency law can better respond to the economic realities of corporate groups and their financial arrangements.
• Identifies post-global financial crisis regulations for banking groups and how they can inform solutions for corporate group insolvencies.
• Investigates modern commercial practices and legal tools for group restructurings, including third-party releases, extended enforcement stays, rescue financing and safe harbours against transaction avoidance.
• Analyses common intra-group financial arrangements, such as intra-group loans, centralised cash management, cross-guarantees and other forms of shared liability, exploring the major problems they create in insolvency.

Clear, comparative and comprehensive in scope, this book offers valuable insights for judges and lawyers specialising in company, financial and insolvency law, as well as for insolvency practitioners and policymakers. It also serves as an essential resource for students and scholars in the fields of corporate law and governance, insolvency law, finance and banking law.

Product Details

ISBN-13:	9781035330201
Publisher:	Edward Elgar Publishing
Publication date:	08/10/2025
Series:	Elgar Corporate and Insolvency Law and Practice series
Pages:	356
Product dimensions:	6.62(w) x 9.62(h) x (d)

About the Author

Ilya Kokorin, Assistant Professor of Law, Leiden University, the Netherlands

Table of Contents

Contents
Preface x
PART I INTRODUCTION
1 What this book is about 3
PART II ENTERPRISE GROUPS: THEIR LIFE AND DEATH
2 Phenomenon and rise of multinational enterprise groups 29
3 Enterprise groups and insolvency law 51
PART III PRINCIPLES OF INSOLVENCY LAW AND HOW TO BALANCE THEM
4 Principles of insolvency law and conflicts between them 83
PART IV INTRA-GROUP FINANCING AND INSOLVENCY: TRANSACTIONS AND PROBLEMS
5 Cross-guarantees, recourse claims and ‘orphan restructurings’ 113
6 Intra-group loans and statutory subordination 157
7 Facing uncertainty: intra-group financing and transaction avoidance 189
PART V GROUP-SENSITIVE INSOLVENCY LAW: TOOLS AND SOLUTIONS
8 Group debt deleveraging and debt adjustment: third-party releases 219
9 Insolvency stay on creditor action and its extension to group entities 251
10 Intra-group rescue financing: safe harbours and pre-emptive strategies 279
PART VI CONCLUSION
11 Key findings and observations 311

Editorial Reviews

‘Lawyers learn that companies exist as separate legal entities. However, they often operate as part of larger corporate groups with unique organisational, financial and operational dynamics. Intra-group financing lies at the core of Dr. Kokorin’s analysis. This book masterfully blends theoretical depth with practical insights. Kokorin offers a clear and thorough examination of intra-group financial arrangements (e.g. group guarantees, shareholder loans, cash pooling) in the context of insolvency and restructuring. He follows a unique approach. Drawing on case law and legislative frameworks from the US, the UK, and the Netherlands, the book not only unpacks the complexities of these financial arrangements but also provides valuable, well-reasoned solutions to improve the administration of group insolvencies and to preserve and maximise enterprise value.’

Bob Wessels

‘This book provides a compelling and insightful analysis of key aspects related to enterprise groups in restructuring and insolvency, focusing on modern trends and financial arrangements that create complex conflicts between legal principles and economic realities. Despite the subject's complexity, Kokorin presents it with clarity and precision, making this a valuable and timely contribution to the field.’

Irit Mevorach

‘In his new book, Dr. Kokorin helps us navigate the complex legal and financial issues arising in a situation of insolvency within a corporate group. By providing practical insights and a rigorous academic analysis from a comparative perspective that considers various contexts and institutional environments, this book promises to be an essential reading for academics, regulators, judges, and practitioners from any jurisdiction.’

Aurelio Gurrea-Martínez

‘Most businesses are organized as corporate groups with group-based financing, but insolvency law treats each group member separately. Intra-Group Financing and Enterprise Group Insolvency tackles the problem of how to restructure the entire group with an engaging and comprehensive comparative analysis of Dutch, English and American approaches.’

G. Ray Warner