The insolvent subsidiary and liability of the parent corporation in the USA,Argentina, and UNCITRAL |
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| Authors: | Héctor José Miguens |
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| Affiliation: | 1. University of Buenos Aires, Argentina;2. National University of Tucumán, Argentina;3. University of Navarra, Spain;4. Universidad Austral, Buenos Aires, ArgentinaJuris Doctor (“abogado”, University of Buenos Aires, Argentina), L.L.M. (“Trustee in Bankruptcy Law Specialization”) (National University of Tucumán, Argentina), Doctor Juris (University of Navarra, Spain). Professor of Bankruptcy Law, Universidad Austral, Buenos Aires, Argentina. Former Insol International Scholar. Felllow of the Alexander von Humboldt Foundation, Germany. |
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| Abstract: | The increasing unacceptability of the concept of entity law and the emergence of the doctrine of enterprise law with respect to many aspects of the legal relationships of parent and subsidiary corporations particularly in insolvent situations is a very interesting issue. This change is very significant because it reflects a growing unwillingness on the part of the courts and legislatures to continue accepting the traditional view of corporate law when it no longer corresponds to the economic reality of the modern business enterprise in a complex industrialized international society. This paper examines the American case law and in particular the decisions that have imposed liability where a company is liable for the obligations of an insolvent subsidiary and by contrast the decisions that have denied liability. The paper also examines the position in Argentina within the Argentine law and the UNCITRAL recommendations in respect of liability issues within corporate groups in insolvency. Copyright © 2010 John Wiley & Sons, Ltd. |
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