Course Section | Columbia Law School

Section Description Provided by Instructor

Limitations: Corporations is a prerequisite or corequisite. Although Basic Bankruptcy Debtor-Creditor Law is not a prerequisite, students are encouraged to take corporate finance courses while taking this course.

Method of Evaluation: Three-hour proctored open-book final examination.

In this course we shall examine (1) the legal and financial issues that result from operational distress and business solutions to effect restructuring and rehabilitation of business debtors and the interests of economic stakeholders, including creditors and other parties in interest; (2) the options that may be available to a distressed business entity to restructure and reorganize its business in conformity with the provisions for corporate and business reorganization under the United States Bankruptcy Code; (3) the requirements for statutory reorganization under the Bankruptcy Code, including the absolute priority rule, involuntary imposition of a reorganization upon creditors and stockholders (cramdown), disclosure, financing, equitable subordination, asset sales, and substantive consolidation of holding and operating companies; (4) the effect of the Bankruptcy Code provisions upon prebankruptcy financing transactions; (5) the fiduciary and ethical standards applicable to restructurings and reorganization; (6) the impact of secured financings and esoteric financings and securities on chapter 11 reorganization; (7) the role of debtors, professionals, creditors, officers, directors, other parties in interest, and credit and securities markets in the context of restructuring and reorganization situations pre- and during chapter 11 reorganization cases; and (8) the philosophy, principles, and policies underlying business reorganizations of distressed business entities.