Company rescue: Michael Clinch discusses restructuring plans

Running a business can be difficult at the best of times, but it is particularly hard at the moment given the unprecedented challenges we are facing. Soaring energy bills, increased supplier costs, demand for higher wages, customers hit by the cost-of-living crisis, not to mention the devastating legacy left by Covid and Brexit that we are still trying to grapple with. No wonder so many business owners are currently feeling like they are standing on the edge of a financial precipice that is about to collapse and send them hurtling towards possible insolvency.

It is sobering stuff, but as our resident corporate rescue expert, Michael Clinch, explains:

Even if you are at the helm of a business that is stood at the cliff edge, peering down into a possible collapse, you may still be able to weather the storm if you take action now to get your affairs in order.

This is particularly so if you can get court approval for a restructuring plan under new measures introduced by the Government in 2020, which were specifically designed to help struggling (but otherwise viable) businesses stay afloat.  This could be through debt consolidation, refinancing or a debt for equity swap, and could be sanctioned by the court even if not given the green light by the majority of your members or creditors.

The aim of the new procedure is to stop shareholders or creditors, who would be no worse off under your plans, from unjustifiably trying to frustrate your efforts to implement a restructuring strategy to secure your survival, just because they are ‘holding out’ in the hope of getting a better deal.

It is a process that is open to both registered and unregistered companies, including overseas companies with a UK interest and partnerships that are in financial trouble.


The new procedure works by dividing affected shareholders and creditors into different voting classes, depending on how they will be impacted by any proposals which are made.  It gives the court the power to approve a plan (under cross-class cram down rules) even if one or more classes of voters refuse to approve it, provided that:

  • nobody in the dissenting class or classes of voters would be any worse off than they would be under the alternative scenario that is considered most likely to apply if the plan is rejected, such as a forced liquidation; and
  • at least one class of voters, who would have a genuine economic interest in the most likely alternative scenario, has voted to approve the proposals set out in the plan.

Note that, for a class of voters to have been deemed to approve a restructuring plan, at least

75 per cent in value of those within the class must have voted in favour of the proposals.

What is a restructuring plan?

A restructuring plan is a formal proposal for an arrangement or compromise, made in respect of a company which has encountered, or is likely to encounter, financial difficulties that are or may affect its ability to carry on business as a going concern.

The aim of the plan must be to prevent, reduce, mitigate or eliminate the effect of the difficulties the company is already experiencing or which it anticipates encountering.

While it is possible for a restructuring plan to be proposed by a company’s shareholders or creditors, in most cases it will be the directors of the company who formulate the plan in consultation with a business rescue and restructuring specialist, like Michael Clinch.

How do you apply for the approval of a restructuring plan?

There are five stages in the restructuring plan application process:

  • Stage 1 is for the restructuring plan to be prepared, with expert support, and for a copy of this to be filed at court and circulated to all affected creditors and shareholders.
  • Stage 2 is for an initial court hearing to be held, at which a judge will ensure that the company is eligible to use the restructuring plan procedure. Creditors and shareholders will be divided into voting classes, based on how their rights will be impacted by the proposals. A date will also be fixed for the proposals to be voted on.
  • Stage 3 is for important information concerning the company and the proposed plan to be circulated and for notice to be given of any meetings convened to discuss the plans.
  • Stage 4 is for the meetings to be held and for a vote to be taken on the proposals.
  • Stage 5 is for a further court hearing to take place, at which a judge will consider whether the restructuring plan ought to be approved. It will do this, having regard to whether the necessary voting threshold has been met, whether a cross-class cram down is appropriate in respect of any class or classes of voters who have rejected the proposals, and whether the sanctioning of the plan is just and equitable.

Note, if the plan is approved by the court then it will bind all affected shareholders, secured and unsecured creditors.

When is a restructuring plan likely to be useful?

Making proposals for a restructuring plan is likely to be useful in cases involving high levels of debt and multiple creditors, and also in cases where you have a solid strategy for addressing the financial difficulties that you face but you can foresee a class of voters who might tactically try to block the plan in the hope of securing a better deal.

For example, it may be a very effective tool to circumvent the collective efforts of landlords who are not willing to write off or reduce Covid-related rent arrears, or who refuse to amend lease terms to ensure that you are only paying current market rents on the properties that you presently occupy.

How we can help

Our corporate insolvency and litigation team are experts in business rescue and are on hand to help you come up with proposals for a restructuring plan that will effectively deal with any financial difficulties you are facing, and it will also give you the best possible chance of attracting sufficient creditor support to get your plan approved by the court.

We will also tell you honestly if we do not think that a restructuring plan is the right way to go, and advise you on any other options you may have to address your concerns.

Our expertise is extensive and includes advice on refinancing, both inside and outside of a formal arrangement, company restructuring, proposals for a company voluntary arrangement, schemes of arrangement, administration and, where necessary, liquidation.

Contact us

To find out more, please contact Michael on 020 78457400 or send an email to