The Allen & Overy Podcast
Administrator for PUFG rejects keepwell arrangement claims: What does this mean for offshore creditors with keepwell deeds?

Administrator for PUFG rejects keepwell arrangement claims: What does this mean for offshore creditors with keepwell deeds?

August 31, 2020

The bankruptcy administrator of Peking University Founder Group Company Limited (PUFG) has decided (the Decision) to reject claims submitted by the Trustee under the keepwell deeds and deeds of equity interest purchase undertaking provided by PUFG in support of five series of bonds issued by its subsidiaries. This is the first time a bankruptcy administrator in the mainland of the People's Republic of China (the Mainland) has decided on issues relating to the validity and enforceability of keepwell arrangements.

In this podcast, banking partner Cindy Lo, speaks with Agnes Tsang, who has extensive experience in advising issuers and underwriters on debt capital markets transactions, along with Tim Beech, head of our APAC Corporate Trust & Agency team, and Viola Jing from our APAC restructuring & recovery group. They discuss the implications of this significant decision and enforcement options for offshore creditors who find themselves in similar situations. The podcast covers the following issues:

  • The emergence of keepwell structures and their use by Chinese companies
  • A closer look at the PUFG matter based on publicly available information
  • Implications for offshore investors in bonds that benefit from keepwell deeds provided by onshore Chinese parent companies
  • Possible enforcement options available to offshore creditors
  • A closer look at the CEFC Shanghai International Group Limited (CEFC) case and how the decision currently being considered by the Shanghai Intermediate People’s Court could affect the enforcement of keepwell structures. arlier this year, the Hong Kong Court of First Instance issued a decision on recognition of appointment of administrators of CEFC in the Mainland. This is the first application in Hong Kong made by Mainland administrators for recognition of their appointment and judicial assistance at common law.
Good faith – what does this mean for me?

Good faith – what does this mean for me?

August 24, 2020

The issue of good faith in commercial contracts is an area in which the English courts have been very active recently. The concept of relational contracts is now part of English law and what we have seen is the English courts further defining this concept. Additionally, we are seeing judges seeking both to expand the application of this doctrine and implying duties of good faith into commercial contracts but also other judges pushing back to limit the application of implied duties of good faith into such contracts. This is a dynamic concept and is not going to go away.

In this episode, litigation counsel Helen Biggin, litigation consultant Peter Watson and structured asset finance senior associate Chris Mitchell discuss why businesses should be concerned to know whether or not their contractual rights are inhibited by concepts of good faith. What is a relational contract? Is the duty of good faith now automatically applied to carefully negotiated contracts? And if it is, how does the good faith duty impact the relationship between contract parties?

How Covid-19 has impacted anti-bribery and corruption compliance and enforcement in Asia and Australia

How Covid-19 has impacted anti-bribery and corruption compliance and enforcement in Asia and Australia

August 24, 2020

Billy Jacobson speaks with Hong Kong partner Eugene Chen and Sydney partner Jason Gray about how the Covid-19 pandemic has impacted anti-bribery and corruption ( "ABC") compliance and enforcement activities in Asia and Australia. Billy, Eugene and Jason discuss the increased risks of corruption, how compliance efforts have been impacted by travel restrictions and the improvements made in ABC legislation in recent years in a number of countries.

Great Fund Insights podcast: is there any money in Africa?

Great Fund Insights podcast: is there any money in Africa?

August 19, 2020

In this podcast, MaameYaa Kwafo-Akoto, senior associate in the Institutional Investor practice, speaks with Uche Orji, Managing Director and CEO of the Nigerian Sovereign Investment Authority (NSIA).  They discuss trends and growth opportunities for investors looking to invest into Nigeria.

Issues discussed in this podcast include:

  • Lessons learnt from Covid-19.
  • Long-term outlook in favour of Nigeria including its attractiveness, relevance and growth potential.
  • The future of precious and industrial metals including gold.
Brazil’s anti-corruption revolution – an analysis

Brazil’s anti-corruption revolution – an analysis

August 6, 2020

Billy Jacobson speaks with Luis Wielewicki, partner at Sampaio Ferraz Advogados, about Operation Car Wash (Lava Jato), the massive anti-corruption investigation that ultimately brought about a new culture of compliance in Brazil. Join Billy and Luis as they discuss how the investigation began, how it resulted in improved cross-border cooperation among law enforcement agencies, how it helped institutionalize Brazils' overall anti-corruption efforts and why it has been the subject of criticism in Brazil. 

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