Reorganisation Plan (Piano di risanamento)

Reorganisation Plan (RP) is an out of court mechanism for affording protection against clawbacks and bankruptcy crime charges, governed by Article 67(III)( d) of the Bankruptcy Law (Legge Fallimentare).

RP is aimed at allowing a company in financial difficulty to restructure its debts without requiring court application and at protecting creditors.

Topic

Summary
What is the nature of the procedure?

Technically it is not a procedure, but rather an out of court company restructuring in relation to which the law provides some degree of protection.

Who can commence the procedure?

The Debtor prepares a plan, that must be confirmed by an independent expert, who issues an opinion confirming the plan is reasonable with the view to reorganising the company’s business.

 

The plan is not public, although it is typically discussed and negotiated with the main creditors; the outcome of the plan itself is usually based on the cooperation from the largest creditors. Once it has been duly confirmed by the expert, the plan grants exemption from claw back and some bankruptcy crimes to all the actions, security and payments made in compliance with the plan.

Are there any corporate thresholds?

N/A

Is there a moratorium?

No. Each creditor or third party is free to commence or continue any enforcement or other recovery procedure against the debtor.

 

As a consequence, it is common practice, once the plan is ready and confirmed by the expert, for the debtor and the largest creditors to enter into a restructuring agreement, providing for moratorium, standstill or other typical restructuring clauses.

Who is in charge?

The plan is always prepared by the debtor, who is solely responsible for it, although it is common for the debtor to request the assistance of a professional advisor.

How are they selected, including voting thresholds?

N/A

Is there a plan? Who votes and what are the thresholds?

The plan is the core instrument.

 

It is not public and there is no vote by creditors on that.

What can the plan do?

There are no requirements. The plan must only ensure the reorganisation of the company.

If not approved by the necessary majorities, can the plan still be approved?

N/A

What is the exit route?

The plan does not bind creditors. That is why the debtor and the main creditors enter into an agreement, providing for the obligation to carry out the activities of the plan and for the moratorium/standstill/rescheduling etc. of the debt needed for the plan to be successful.

What is the priority of payments?

The payments are made in accordance with the plan, although the provisions of the plan do not bind the creditors, unless the creditors have accepted to be bound by it under an agreement made with the debtor.

Is there a creditors committee?

N/A

How involved is the court?

The court is not involved, the plan is not subject to court approval.

 

How is the liquidator paid?

N/A

Are there any general comments on the use of this procedure?

It is very widely used given that it is simple and grants exemption from claw back and bankruptcy crimes. When additional financial support is required for the plan to successful (eg new facility by banks), the DRA tends to be used instead, as it grants super priority rights to the relevant claims.

This document (and any information accessed through links in this document) is provided for information purposes only and does not constitute legal advice. Professional legal advice should be obtained before taking or refraining from any action as a result of the contents of this document.