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American College of Investment Counsel

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Lisa Conmy

Getting to Know Your ACIC Officers and Trustees

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Getting to Know the Officers and Trustees Have you ever wondered how the Officers and Trustees got started in the ACIC?  Or are you interested in finding fun things (other than work) to talk about during networking?  Below some of your Officers and Trustees have answered both serious and not-serious questions about themselves.  Want to […]

Jenzack Partners v. Stoneridge

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An Assignment Of A Promissory Note Carried With It An Assignment Of The Guarantee Thereof Even Where No Assignment Of The Guarantee Was Specified In The Allonge.  Jenzack Partners LLC v. Stoneridge Associates, LLC, et. al., 183 Conn. App. 128 (July 3, 2018)              In July 2006, Stoneridge Associates, LLC (“Debtor”) obtained a construction loan […]

FERC Changes

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FERC Changes to PJM Capacity Market.  In an action that will impact finance transactions with respect to projects located within the PJM market, the Federal Energy Regulatory Commission (“FERC”) issued an order in late June of this year rejecting market revisions proposed by PJM Interconnection, LLC (“PJM”) to its capacity market structure to accommodate State […]

Community & Southern Bank vs. First Bank of Dalton

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Trial court erred in initial proceeding and again on remand by failing to permit successor bank to deduct its expenses prior to distributing sale proceeds, in accordance with participation agreements; a participation agreement and Georgia precedent required proceeds to be distributed pro rata based on ownership interest in the loans. Community & Southern Bank v. First […]

Pertius v. Front Roe Restaurants, Inc.

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South Carolina Supreme Court clarifies Single Business Enterprise criteria: shared ownership, shared management, and a lack of corporate formalities are insufficient in proving Single Business Enterprise where statutory requirements for corporate structure allow for lack of corporate formalities and there is no evidence of bad faith; Single Business Enterprise requires evidence of bad faith, abuse, […]

Tri-State Petroleum Corp. v. Coyne

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In the context of a close corporation, a minority shareholder may have a direct cause of action for breach of fiduciary duty against a majority shareholder(s) based upon the majority’s oppressive conduct. Tri-State Petroleum Corp. v. Coyne, 240 W. Va 542 (2018). Five siblings owned equal shares and partnership interests, respectively, in two small corporations and […]

Bennett v. Jefferson County, Alabama

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Eleventh Circuit Court of Appeals extends “equitable mootness” doctrine and dismisses an appeal of the confirmation of a plan of reorganization for Jefferson County Alabama.  Bennett v. Jefferson County, Alabama,  2:14-cv-00213-SLB (11th Cir. 2018). The U.S. Court of Appeals for the Eleventh Circuit Court upheld a bankruptcy court’s order retaining supervisory authority over Jefferson County, Alabama’s […]

Clark v. DiStefano

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Six-Year Statute of Limitations Under Vermont UCC, Instead of Fourteen-Year Statute of Limitations for a witnessed promissory note Under Vermont Statutes, Applied To Claim To Recover On Promissory Note.  Clark v. DiStefano, 2018 WL 3799978 (VT, August 10, 2018). In December 2006, Richard DiStefano (“Debtor”) executed a witnessed promissory note in the aggregate principal amount […]

Gelfgatt v. USB

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District Court Holds That Acceleration Of The Maturity Date Of A Promissory Note Secured By A Mortgage Does Not Affect The Maturity Date Of Said Mortgage for the purposes of the Massachusetts obsolete mortgage statute.  Gelfgatt v. U.S. Bank National Association, 2018 WL 3614139 (D. Mass., July 27, 2018) In February 2005, Leon Gelfgatt (the […]

Lex Agrokor

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“Lex Agrokor” Introduction In April 2017, the Croatian government adopted the Act on Extraordinary Administration Proceedings in Companies of Systemic Importance for the Republic of Croatia (“EA Act”), which sets out a framework for an extraordinary, pre-insolvency restructuring proceeding for companies that are deemed to be of systemic relevance for the Croatian economy as a whole. The […]

Spotlight on New Members – July 2018

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Aaron John Borden.  Aaron is a Vice President and Corporate Counsel at Prudential Capital Group based in Los Angeles.  Aaron spends his time working on private placement investments, private equity invesments and mezzanine and subordinated debt investments in the U.S. and internationally.  Prior to joining Prudential in 2017, Aaron was a shareholder at Vedder Price P.C. Randy Creighton.  Randy […]

English High Court Decision

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UK Court judgment on the meaning of “control” for the purpose of noteholder enforcement The English High Court has interpreted the standard Treasury Notes provision in a New York law governed indenture and held that a majority senior secured noteholder (the “Majority”) did not control the issuer of €290 million 11.75% senior secured notes (the […]

President’s Message July 2018

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Happy Summer 2018 to all our members! We had a tremendous Spring Investment Forum in Chicago in April.   Bill Bulmer (Prudential) and Cathy Hood (Pillsbury) orchestrated “Chicago – Our Kind of Town” which showcased panels on energy financing, private equity, project financing, private ratings, and restructuring and intercreditor issues, while also offering two panels with […]

Solar Power Network Inc. v. ClearFlow Energy Finance Corp., 2018 ONSC 7286

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Overview The Ontario Superior Court of Justice (the “Court”) recently handed down the only Canadian decision to date considering nominal annual rate conversion formulas in Solar Power Network Inc. v. ClearFlow Energy Finance Corp., 2018 ONSC 7286 (“Solar Power”). Solar Power Network Inc. and its affiliated companies (collectively, “SPN”) are renewable energy companies that specialize in […]

New England Update – Zelby Holdings, Inc. vs. Videogenix, Inc.

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Zelby Holdings, Inc. vs. Videogenix, Inc., 92 Mass. App. Ct. 86 (Aug. 18, 2017) In March 2005, the predecessor to VideogeniX, Inc. (the “Borrower”) issued a promissory note for $30,000 (the “Promissory Note”) in favor of the predecessor to Zelby Holdings, Inc. (the “Lender”) and with a maturity date of March 2006.  With the Promissory […]

New NAIC Rules on Private Letter Ratings

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Background:  Until recently, insurers that held securities rated by an NAIC-approved Nationally Recognized Statistical Ratings Organization (i.e. a “CRP” or “rating agency”) have not had to submit financial information on those securities to the Securities Valuation Office of the NAIC (the “SVO”) for a rating designation.   Instead, insurers have held capital based on the ratings […]

Southern Update – Gibson v. Ameris Bank

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Gibson v. Ameris Bank, 420, S.C. 536, 804 S.E.2d 276, 2017 S.C. App. LEXIS 81 In order to purchase and renovate an apartment complex in North Charleston, a limited liability company obtained a $2.8 million loan from Ameris Bank (“Ameris”). However, before this loan was obtained, the guarantor of the loan (the “guarantor”) had first […]

Southern Update – Rebel Auction Co. v. Citizens Bank

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Rebel Auction Co. v. Citizens Bank, 343 Ga. App. 81(Ct. App. Ga. 2017) The Citizens Bank (the “Bank”) filed a petition for writ of possession against Big Metal Construction, Inc. (“Big Metal”) and Gina R. Bryant (collectively, the “Borrowers”), alleging that the Borrowers had defaulted on two promissory notes in favor of Bank and seeking […]

Southern Update – IPayment, Inc. v. Grainger

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IPayment, Inc. v. Grainger, No. 15 CVS 2234, 2017 N.C. App. LEXIS 1087*; 808 S.E.2d 796 An asset purchase agreement governed by New York law provided that any dispute or claim arising out of or related to the agreement would be fully and finally resolved by binding arbitration in the city and county of New […]

ACIC History – Interviews

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For the Benefit of Your Successors and Assigns, A Brief Look-Back at ACIC History The “About” tab on the ACIC Website will tell you that the American College of Investment Counsel was founded in November 1981 by a group of ten lawyers.  Incorporated by a special act of the Connecticut Legislature in 1982, the College […]

Southern Update – Miller v. FiberLight, LLC

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Miller v. FiberLight, LLC, 343 Ga. App. 593 (Ga. Ct. App. 2017) A former minority member of a Delaware limited liability company sued the majority members and the chair of the board of directors of the company alleging breach of fiduciary duties owed to him as a minority member. The minority member claimed the defendants […]

New England Update – American First Federal, Inc. v. Gordon

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American First Federal, Inc. v. Gordon, 173 Conn. App. 573 (June 6, 2017) Around September 2006, Sheldon M. Gordon (the “Borrower”) and Sovereign Bank (the “Bank”) executed a business loan agreement pursuant to which the Borrower issued a promissory note in favor of the Bank in the original aggregate principal amount of $3,000,000 (the “Promissory […]

Private Placements and the Qualifying Private Placement Exemption

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The new exemption from UK withholding tax will affect certain debt finance arrangements and the issuance of debt securities between foreign lenders or investors and UK corporate borrowers or issuers that operate in private placement markets. New regulations took effect on 1 January 2016 in the United Kingdom that introduce a new exemption from UK […]

Amendments to Companies Act Aim to Transform Singapore into Debt Restructuring Hub

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Singapore’s firm trajectory towards becoming an international hub for debt restructuring received a boost with the Companies (Amendment) Act 2017 coming into force on 23 May 2017. The Companies Act was updated to address perceived weaknesses in the existing legislation which impeded efforts to make Singapore a more attractive forum for restructuring. These amendments—which take […]

Financial Choice Act: Implications for Institutional Investors

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On June 8, 2017 the United States House of Representatives passed H.R. 10, the Financial Choice Act (the “FCA”), along party lines.  The nearly 600-page bill includes numerous measures to repeal or roll back regulations impacting the United States financial system, but primarily targets the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”).  The […]

New Member Spotlight – February 2017

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Jeemin Chung is a Senior Counsel in the Investments Division of Thrivent Financial. She advises Thrivent’s Private Investments Group with respect to private placement transactions and private fund investments. Prior to Thrivent, she was a corporate associate at Fredrikson & Byron, P.A. in Minneapolis, Minnesota, and Simpson Thacher & Bartlett LLP in New York, New York, […]

The New U.K. Ownership and Control Transparency Regime (The PSC Regime)

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Background On 6 April 2016, the U.K. government introduced the requirement for each applicable U.K. entity (i.e. most U.K. companies, U.K. LLPs and U.K. SEs) to maintain a publicly available register of persons with significant control (“PSCs”) over that entity (a “PSC register”).  The rationale for this register requirement is to try to tackle the […]

The Dutch Pre-pack and Scheme

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Introduction In response to the recent economic crisis and developments in certain other countries, the Dutch legislator has (already in December 2012) announced a number of measures to improve restructuring possibilities for companies: one proposal dealing with the “Dutch prepack” and a second proposal dealing with the “Dutch Scheme”.[1] Although the proposals have, against initial expectations […]

Recharacterization of participation agreements as loan agreements affected court’s interpretation of assignment terms and application of UCC perfection rules

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Citizens Bank and Trust Co. v. Security First Insurance Holdings (In re Brooke Capital Corporation), 588 Fed. Appx. 834 (10th Cir. 2014). In December 2007, Brooke Capital Corporation (“BCC”) obtained a $12.38 million loan (the “BCA Loan”) from Brooke Capital Advisors (“BCA”), an affiliate of BCC, and a $9 million loan (“Citizens Loan”) from Citizens […]

Waivers of defenses in guaranty agreements were limited to legal or statutory defenses particularly set forth in the agreements and did not constitute a waiver of all equitable defenses

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California Bank & Trust v. DelPonti, 181 Cal. Rptr. 3d 216 (Cal. Ct. App. 2014). Five Corners Rialto, LLC (“Five Corners”) obtained a construction loan from Vineyard Bank (“Bank”) to develop a 70-unit townhome project, with guaranties from Thomas DelPonti and David Wood (“Guarantors”).  When the first phase of the project was nearly complete, the […]

Fifth Circuit clarifies (or maybe qualifies) the nature of “good faith” required for provider of DIP financing in bankruptcy

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In TMT Procurement Corp. v. Vantage Drilling Co. (In re TMT Procurement Corp.), 764 F.3d 512 (5th Cir. 2014), the Fifth Circuit ruled that  a provider of DIP financing lacked the required “good faith” by taking a lien on stock, pledge by a non-debtor, where the stock was subject to an adverse claim as among affiliates […]

The Texas statute of frauds bars defenses of oral agreements raised to prevent collections actions by lenders, and there is still no generally applicable duty of good faith and fair dealing implied in non-UCC contracts

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Balch v. JPMorgan Chase Bank, 2015 WL 1592386 (N.D. Tex. Apr. 8, 2015) In this case, the court dismissed a case seeking to bar bank’s collection activities, which had asserted several oral agreements or statements.  The Texas statute of claims (Tex. Bus. & Com. Code section 26.02(b))  renders unenforceable agreements involving more than $50,000 unless […]

Failure to read a contract did not necessarily preclude equitable relief from the contract terms based on misrepresentations, although such claims for equitable relief ultimately were found to be moot

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Riverisland Cold Storage, Inc. v. Fresno-Madera Production Credit Association, 2015 WL 2213195 (Cal. Ct. App. 2015). From 2001 through 2007, plaintiffs obtained and renewed operating loans for their business from defendant.  In March 2007, after plaintiffs defaulted on their loans, the parties entered into a written forbearance agreement, with a forbearance period that ended July […]

Bankruptcy court’s power to cause excess mortgage foreclosure trustee fees to be placed in a lower recovery class, regardless of language in deed of trust

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Wells Fargo Bank, N.A. v. 804 Congress, LLC, 756 F. 368 (5th Cir. 2014). Although a deed of trust may set out a specific amount as payment for trustee fees and provision for counsel fees, a bankruptcy court, in assessing a claim for payment of trustee fees (and counsel fees) for a post-bankruptcy foreclosure  can […]

Good faith value defense to fraudulent transfer actions under the Bankruptcy Code

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Williams v. Federal Deposit Insurance Company (In re Positive Health Management), 769 F. 3d 899 (2014). The Fifth Circuit addressed a Bankruptcy Code question involving the value that a “good faith transferee” must give in order to defeat a fraudulent transfer claim under the Bankruptcy Code.  In this context, the sometimes familiar concept of “reasonably equivalent […]

Bitcoins are “money”

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In a September 18, 2014 order and decision in Securities and Exchange Commission v. Shaver et al., No. 4:13 CV 416 (E.D. Tx. 2014), the United States District Court for the Eastern District of Texas held that bitcoin is “money” and that a scheme involving bitcoin investment can be considered to be an investment contract […]

Recharacterization of Overriding Royalty Interests in Bankruptcy

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Early in 2014, the Bankruptcy Court for the Southern District of Texas held that interests that facially meet the requirements for overriding royalty interests (and therefore have a particular preferred status under the Bankruptcy Code) can be recharacterized as financings, and therefore outside the scope of that protection. NGP Capital Resources Company vs. ATP Oil […]

Mortgage Anti-Deficiency protection can be waived

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Although Texas has a statute (Tex Prop. Code §§ 51.003-51.005) that protects against deficiency liability in certain circumstances, it also provides that the protections of the statute can be waived by non-individual (non-consumer) borrowers. Grace Interest LLC v. Wallis State Bank, 431 S.W.3d 110 (Tex. App.-Houston [14th Dist.] 2013) confirms that such a waiver can […]

Minority Shareholder Oppression: Apparent changes in the Texas rules

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For several decades, the leading case in Texas in the area of oppression of minority shareholders in a corporation was Davis v. Sheerin, 754 S.W. 2d. 375 (Tex. App.– Houston [1st Div.] 1988), which to some has become a seminal case in the area. In June of 2014, the Texas Supreme Court considered the general […]

The Supreme Court of Louisiana, resolving a lower court split, holds that a forum selection clause is not a per se violation of public policy under Louisiana law; course of conduct established that a party’s unilateral terms and conditions containing …

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An insurance company retained a consultant to provide services in connection with the defense of an insurance claim. The insurance company had previously retained the consultant on multiple occasions. Each time the consultant accepted a job, including in the case at bar, it routinely confirmed the engagement by letter to which it attached standard “Terms […]

Inconsistent forum selection clauses in asset purchase agreement and ancillary agreements must be read together; where some agreements had permissive forum selection and others had exclusive selection, all clauses were deemed permissive. Smith v. B2K Sys

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A buyer and seller entered into an asset purchase agreement providing for the purchase of the seller’s assets. The asset purchase agreement referenced various “related agreements” that were executed as part of the purchase, including: (i) a promissory note executed by the buyer in favor of the seller’s president and sole shareholder; (ii) a guarantee […]

Court clarifies Florida standards for distinguishing between direct and derivative investor claims; in the absence of authorizing language in an LLC operating agreement, an LLC member could not sue another member directly for breach of the operating agree

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When a real estate development limited liability company owned by three members began struggling to meet its mortgage loan obligations, its lender agreed to modify the loan on the condition that each of the three members make additional contributions to the LLC. Only two of the members complied. Because the two funding members refused to […]

Lender liability: investors in corporate borrower could not sue lender for negligence, negligent misrepresentation or fraudulent misrepresentation; under South Carolina law, a bank owes a limited duty of care to its customer, but bank owed no duty to

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Investors, directors, officers and shareholders of a corporate borrower sued a bank lender alleging that the bank had made misrepresentations to them in their capacity as potential investors. The plaintiffs alleged that the bank had said in a meeting with potential investors that it was “fully committed to providing all of [the borrower]’s short-term and […]

Mortgagee’s failure to obtain judicial confirmation of real estate foreclosure sale barred claim for deficiency after second foreclosure sale of different real estate securing a different mortgage, where mortgages were cross-defaulted and cross-collateral

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Three individual borrowers entered into two renewal mortgage notes with a bank, secured by real estate. On the same date, a related LLC as borrower entered into a renewal mortgage note with the bank on a separate loan secured by separate real estate. The three individuals also signed guarantees of all three notes. Each of […]

filing for bankruptcy is deemed to be a “prepetition wavier” of bankruptcy protection, and thus void as a matter of public policy

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In In re Bay Club Partners, 2014 WL 1796688, 59 Bankr.Ct.Dec. 127 (Bankr. D. Or. 2014), the Bankruptcy Court for the District of Oregon held that the debtor, an Oregon limited liability company (“LLC”), had the authority to file for bankruptcy even though the LLC’s Operating Agreement specifically prohibited such a filing at that time. […]

Personal jurisdiction over an out-of-state defendant law firm who issued an opinion letter cannot be sustained where it is only shown that (1) the plaintiff has a strong connection to its home state, (2) the opinion letter written by the defendant was add

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In Rockwood Select Asset Fund XI v. Devine, 750 F.3d 1178 (10th Cir. 2014), the Tenth Circuit held that a New Hampshire law firm’s opinion letter issued to its client’s lender in Utah did not subject the law firm to personal jurisdiction in Utah. Rockwood Select Asset Fund XI (6)-1, LLC (“Rockwood”) was a lender […]

The classification of an arbitration award under the UCC in a bankruptcy case is determined by the nature of the underlying claim held by the debtor

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In Millennium Bank v. UPS Capital Business Credit, 327 P.3d 335 (Colo. Ct. App. 2014), the Colorado Court of Appeals held that an arbitration award recovered from a supplier of defective paint under a breach of warranty cause of action was not proceeds of an “account”, but rather proceeds of a “general intangible.” Millennium Bank […]

Court refuses to avoid a post-petition transfer by a fully secured creditor in violation of the automatic stay because the trustee of the estate failed to show that the estate had been harmed by the transfer or that avoiding the transfer would benefit the

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In In re C.W. Mining Co., 749 F. 3d 895 (10th Cir. 2014), the Tenth Circuit Court of Appeals held that a fully secured creditor’s post-petition transfer will not be avoided as an unauthorized transfer of estate property under § 549 of the Bankruptcy Code (the “Code”) or as a violation of the automatic stay […]

Two competing interpretations of a “LIFO” clause can both be reasonable, and, even if one interpretation is more reasonable than the other, it does not mean the contract is unambiguous and that summary judgment is appropriate

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In Holladay Bank & Trust v. Gunnison Valley Bank, 752 Utah Adv. Rep. 21, 2014 UT App 17, the Court of Appeals of Utah (the “Court”) held that a district court erred in granting summary judgment to one party in a dispute over the terms of a contract, which included a “last in, first out” […]

President’s Message – August 2014

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I hope this note finds everyone well and enjoying some well-deserved summer vacation time with family and friends.  Following our terrific Spring Forum in Chicago, the Trustees met on June 6th for their summer meeting.  We had a very productive meeting, the highlights of which included fleshing out the program for our Annual Meeting with our […]

New Member Spotlight – Dora Jimenez

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Dora Jimenez is an Assistant General Counsel at New York Life Insurance Company. Dora provides legal support to Private Capital Investors (the private debt investment arm of NYL Investors LLC, which is a wholly-owned subsidiary of New York Life Insurance Company) in connection with the private placements of secured and unsecured debt from domestic and […]

New Member Spotlight – Ralph Dudziak

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Ralph Dudziak is a Chicago-based partner in Loeb & Loeb LLP’s finance department and a member of the energy group. He focuses on private placements, project finance and development, leasing, secured lending and securitizations. Ralph’s wide-ranging financial practice serves several U.S. and international financing parties, including insurance companies, banks, leasing companies, investment banks, and other […]

New Member Spotlight – Anthony Goodman

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Anthony Goodman is counsel with Babson Capital Management LLC where he advises internal business clients in connection with senior secured loans, mezzanine financings, project financings, private placements, private equity investments and credit tenant leases.  Prior to joining Babson, Anthony was a member of the Transactional Finance Group at Bingham McCutchen LLP.  Anthony is a graduate […]

New Member Spotlight – Jack R. Hayes

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Jack R. Hayes is Of Counsel in the Washington, DC office of Steptoe & Johnson LLP. Jack advises financial institutions and other clients regarding U.S. economic sanctions, export controls, antiboycott, and anticorruption laws and regulations in the context of various international business transactions. His practice includes counseling on due diligence best practices of current and […]

UK Schemes – Stretching the Boundaries

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The growing number of foreign companies that seek to take advantage of the UK Scheme of Arrangement (a “Scheme”) is set to increase further as a result of two recent cases that have both stretched the boundaries applicable to Schemes and reiterated the willingness of the English courts (the “Courts”) to extend their jurisdiction to […]

Changes to Canada’s Anti-Money Laundering and Anti-Terrorist Financing Regulation and Enforcement Landscape: Introduction

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There has been a lot of action in Canada lately on the anti-money laundering (“AML”) and anti-terrorist financing (“AFT”) regulation and enforcement landscape. First, there was the coming into force on February 14, 2014 of the much anticipated changes to the AML and AFT legislation (collectively, the “2014 Amendments”), which aim to bring Canada’s AML […]

Choice of law: The substantive vs. procedural distinction can affect the award of fees in litigation

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In a dispute about the law governing a claim for attorneys’ fees following litigation, the Fifth Circuit held, in MUTUAL CONCEPTS, INC. v. FIRST NAT’L BANK OF OMAHA, 495 Fed.Appx. 514 (5th Cir. 2012), that the contractually chosen law (Nebraska) governed the award of attorneys’ fees, even though the litigation was conducted in Texas.  The […]

Possession of original note with endorsement in blank may be adequate proof of ownership of the secured debt in order to permit foreclosure of the lien

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In TYLER v. BANK OF AM.,  2013WL 1821754, 2013 U.S. Dist. LEXIS 61383 (Opinion not yet released for publication), where  a foreclosing lender has the original note, indorsed in blank, it may proceed to foreclosure.  Per the court, “when a note is indorsed in blank, the instrument becomes payable to bearer and may be negotiated […]

Failure to record transfer of deed to assignee can, in absence of additional proof of ownership of note, prevent foreclosure

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In MILLER v. HOMECOMINGS FIN., LLC, 881. F. Supp. 2d 825 (S.D.. Tex. 2012), the court held that, where a secured lender seeks to enforce a lien against real property  but cannot show that it was the assignee of the secured loan,  the mortgagor/debtor has a cognizable cause of action for wrongful foreclosure.  Texas courts […]

PPIA Materials Available for Comment Now

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The Private Placement Investors Association is seeking comment on three documents, each of which was introduced and discussed at the ACI Spring Forum.  Click here for a PDF containing each of the below documents: For Amendment Waiver Best Practices, please contact: R. Edward Ferguson Managing Director Private Capital Investors, NY Life robert_ferguson@nylinvestors.com Office: (212) 576-3908 For Due Diligence […]

PPIA Materials

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The Private Placement Investors Association is seeking comment on three documents, each of which was introduced and discussed at the ACIC Spring Forum.  Attached is a PDF containing each of the below documents: For Amendment Waiver Best Practices, please contact: R. Edward Ferguson Managing Director Private Capital Investors, NY Life robert_ferguson@nylinvestors.com Office: (212) 576-3908 For Due Diligence […]

New Model X Form NPA Posted for Comment!

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The Transaction Process Management Committee (“TPMC”) has prepared and posted to the Model Forms page of this website a draft of Model X Form No. 2 of Note Purchase Agreement and is soliciting comments from College Fellows and other interested persons. Helpful comparison versions and a comprehensive cover memo are posted as well. The TPMC […]

Requirements for Enforcing a Subordination Agreement under the UCC

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Requirements for Enforcing a Subordination Agreement under the UCC. Caterpillar Financial Svcs. v. Peoples Nat. Bank, 710 F.3d 691 (7th Cir. 2013). In 2008, Peoples National Bank (“Bank”) lent S Coal $1.8 million, which loan was secured by certain mining equipment (“Equipment”). The Bank was the third lender to secure debt on the Equipment. The […]

Fair Value Debt-for-Debt Exchange Does Not Create Disallowable Unmatured Interest under the Bankruptcy Code

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Fair Value Debt-for-Debt Exchange Does Not Create Disallowable Unmatured Interest under the Bankruptcy Code. Official Committee of Unsecured Creditors v. UMB Bank, N.A. (In re ResCap), 501 B.R. 549 (Bankr. S.D.N.Y., Nov. 15, 2013). In a matter of first impression of importance to bondholders, Judge Glenn ruled on November 15 in ResCap that fair value […]

Credit Bids May Be Limited for Cause, Including Encouraging Robust Bidding and Uncertain Secured Status

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Credit Bids May Be Limited for Cause, Including Encouraging Robust Bidding and Uncertain Secured Status. In re Fisker Automotive Holdings, Inc., 2014 WL 210593 (Bankr. D. Del., Jan. 17, 2014). Secured creditors, and more particularly loan-to-own investors, rely on their right to credit bid their claims in bankruptcy sales of their collateral, but this right […]

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Determining Standing to Initiate Foreclosure Proceedings. Bank of America, NA v. Inda (No. 107,999 Kan. Ct. App. Mar. 8, 2013). In 2007, Dennis O. Inda (“Inda”) executed and delivered a note for $244,000 plus interest (“Note”) to Pulaski Bank (“Pulaski”). As security for the Note, Inda and his wife signed a Mortgage (“Mortgage”) on their […]

https://www.aciclaw.org/news/4069/

Looking Forward to the ACIC Spring Forum, April 24-25

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Save the date for the ACIC Spring Forum in Chicago, April 24-25! The Four Seasons Hotel Chicago 120 East Delaware Street Chicago, IL 60611 Call the hotel directly to book your room no later than April 2, 2014 to qualify for the ACIC discounted room rate of $332.00/night, single or double plus applicable taxes CLE ACIC […]

Welcome!

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Welcome to the new ACIC web site! Here you will find exciting new features to help you access current model forms, panel papers and conferences linked to members’ profiles and many more resources that have been organized pursuant to a custom-built taxonomy. Locating what you need is simpler than ever. Do you know a name […]