Darren Azman

DAOs are an entirely democratic form of organizational governance. Unlike traditional organizations, such as corporations or limited liability companies, DAOs are not governed by a single individual or group of individuals with management authority. Rather, DAOs are collectively owned and managed by their members on the blockchain. This unique governance structure will create a number of issues of first impression.

Brexit threatened to make the UK a less competitive cross-border restructuring market, McDermott Will & Emery’s co-head of finance, restructuring and special situations Aymen Mahmoud in London and partner Darren Azman in New York write – but the accelerated enactment of the Corporate Insolvency and Governance Act during covid-19 has ensured English law will continue to be a key international player.

As cryptocurrency prices fall to some of the lowest levels since 2020, there is growing concern regarding how customers of cryptocurrency exchanges will be treated if an exchange commences bankruptcy proceedings. Namely, whether customers' crypto-assets constitute property of the bankruptcy estate. This article addresses these issues and provides a general discussion regarding how customers can take proactive measures to protect their assets.

This article considers how tokens will be treated in a token-issuer’s hypothetical U.S. bankruptcy case. This treatment will not only dictate the economic recoveries of token-holders, but also impact token-holders’ ability to participate meaningfully in bankruptcy cases.

The Tax Cuts and Jobs Act of 2017 made significant changes to U.S. federal tax law. One of these changes, embodied in the Investing in Opportunity Act, will soon allow investors to defer a nearly unlimited amount of capital gains by reinvesting those gains in assets located in impoverished areas called “opportunity zones,” or “O-zones.”

In the recently decided case In re Cook Inlet Energy LLC et al., the bankruptcy court in Alaska held that a creditor’s setoff rights apply only to the specific debtor against which the creditor’s claims arise.

Recent draft-legislation in the European Union that may significantly impact investors in distressed European credits.

Aside from the obvious financial impact that portfolio company bankruptcies have on sponsors, there are attendant risks related to fiduciary obligations of officers and directors. Specifically, bankruptcy filings and general financial distress create an environment ripe for breach of fiduciary duty claims as out-of-the-money investors look to mitigate losses (and consider litigation to leverage a more favorable return). Given that sponsors typically appoint one or more board members for… Show more

Aside from the obvious financial impact that portfolio company bankruptcies have on sponsors, there are attendant risks related to fiduciary obligations of officers and directors. Specifically, bankruptcy filings and general financial distress create an environment ripe for breach of fiduciary duty claims as out-of-the-money investors look to mitigate losses (and consider litigation to leverage a more favorable return). Given that sponsors typically appoint one or more board members for portfolio companies, these sponsors and their appointed directors must be keenly aware of directors’ fiduciary obligations and potential strategies for mitigating risk. Show less

When a bankruptcy court’s decision is appealed, exclusive jurisdiction is conferred on the appellate court, and the lower court is divested of all jurisdiction over those aspects of the case involved in the appeal. However, Rule 8008 provides that where a bankruptcy court lacks jurisdiction to hear a motion because of a pending appeal, the court may, among other things, issue an indicative ruling stating that the court would grant the motion if the appellate court remands for that purpose.

The bankruptcy cases filed by Hanjin Shipping in Korea, the United States, and elsewhere present a unique case study that will establish some ground rules for creditors' rights in shipping bankruptcies for years to come.

This summer, the Supreme Court agreed to take an important bankruptcy case: Czyzewski v. Jevic Holdings Corp. The question presented on appeal is whether a bankruptcy court may approve the structured dismissal of a chapter 11 case on terms that violate the bankruptcy code’s priority scheme.

Bankruptcy Code Section 363 offers a powerful tool for a debtor in bankruptcy to sell its assets free and clear of liens and other interests. This power is not without limit, however, as the recent Second Circuit decision in In re Motors Liquidation Company underscores.

Try as they might, lenders can never completely strip borrowers of their right to file for bankruptcy.

Through a plan of reorganization, chapter 11 debtors may release claims against officers and directors that arose prior to or during the related bankruptcy case. Such releases are common and enforceable, and plans containing blanket releases of a debtor’s officers, directors and shareholders are regularly approved by bankruptcy courts. A recent Fifth Circuit decision, however, serves as a helpful reminder that poorly drafted releases may expose officers and directors to future litigation.

Conventional techniques used by hospitals to avoid bankruptcy bear close scrutiny, as hospitals facing financial distress have in many cases failed to consider unintended consequences of the techniques that may cause them to be ineffective.

Legal uncertainty abounds for intellectual property licensees and licensors when their license counterparties enter the murky waters of bankruptcy. When a licensor hits the skids, a licensee's two primary concerns should include: 1) whether the protections afforded by Bankruptcy Code section 365(n) are available if the debtor-licensor rejects the license; and 2) protecting its rights if the debtor-licensor seeks to sell the intellectual property. By contrast, when a licensee considers filing… Show more

Legal uncertainty abounds for intellectual property licensees and licensors when their license counterparties enter the murky waters of bankruptcy. When a licensor hits the skids, a licensee's two primary concerns should include: 1) whether the protections afforded by Bankruptcy Code section 365(n) are available if the debtor-licensor rejects the license; and 2) protecting its rights if the debtor-licensor seeks to sell the intellectual property. By contrast, when a licensee considers filing for bankruptcy, it must consider whether it can assume or assign the license. Show less

This article provides a brief overview of the state tax gap problem, first by defining the “tax gap,” and then looking at state-specific tax gap statistics. The article then unearths the taxpayer’s decision making process, introducing several factors that influence a taxpayer’s compliance decision. The concept of shaming campaigns is introduced, followed by the identification of the elements necessary for an effective shaming campaign and an examination of several state taxpayer shaming… Show more

This article provides a brief overview of the state tax gap problem, first by defining the “tax gap,” and then looking at state-specific tax gap statistics. The article then unearths the taxpayer’s decision making process, introducing several factors that influence a taxpayer’s compliance decision. The concept of shaming campaigns is introduced, followed by the identification of the elements necessary for an effective shaming campaign and an examination of several state taxpayer shaming campaigns. The article concludes with recommendations for improving the efficacy of state shaming campaigns, primarily through the use of modern social media and inclusion of underreporters in state shaming campaigns. Show less