Closure is the term used to refer to the actions necessary when it is no longer necessary or possible for a business or other organization to continue to operate. Closure may be the result of a bankruptcy, where the organization lacks sufficient funds to continue operations, as a result of the proprietor of the business dying, as a result of a business being purchased by another organization (or a competitor) and shut down as superfluous, or because it is the non-surviving entity in a corporate merger. A closure may occur because the purpose for which the organization was created is no longer necessary.
Business is the activity of making one's living or making money by producing or buying and selling products. Simply put, it is "any activity or enterprise entered into for profit. It does not mean it is a company, a corporation, partnership, or have any such formal organization, but it can range from a street peddler to General Motors."
Bankruptcy is a legal process through which people or other entities who cannot repay debts to creditors may seek relief from some or all of their debts. In most jurisdictions, bankruptcy is imposed by a court order, often initiated by the debtor.
While a closure is typically of a business or a non-profit organization, any entity which is created by human beings can be subject to a closure, from a single church to a whole religion, up to and including an entire country if, for some reason, it ceases to exist.
Closures are of two types, voluntary or involuntary. Voluntary closures of organizations are much rarer than involuntary ones[citation needed], as, in the absence of some change making operations impossible or unnecessary, most operations will continue until something happens that causes a change requiring this situation.
The most common form of voluntary closure would be when those involved in an organization such as a social club, a band, or other non-profit organization decide to cease operating. Once the organization has paid any outstanding debts and completed any pending operations, closure may simply mean that the organization ceases to exist.
If an organization has debts that cannot be paid, it may be necessary to perform a liquidation of its assets. If there is anything left after the assets are converted to cash, in the case of a for-profit organization, the remainder is distributed to the stockholders; in the case of a non-profit, by law[clarification needed] any remaining assets must be distributed to another non-profit.
If an organization has more debts than assets, it may have to declare bankruptcy. If the organization is viable, it may reorganizes itself as a result of the bankruptcy and continue operations. If it is not viable for the business to continue operating, then a closure occurs through a bankruptcy liquidation: its assets are liquidated, the creditors are paid from whatever assets could be liquidated, and the business ceases operations.
Liquidation is the process in accounting by which a company is brought to an end in the United Kingdom, Republic of Ireland and United States. The assets and property of the company are redistributed. Liquidation is also sometimes referred to as winding-up or dissolution, although dissolution technically refers to the last stage of liquidation. The process of liquidation also arises when customs, an authority or agency in a country responsible for collecting and safeguarding customs duties, determines the final computation or ascertainment of the duties or drawback accruing on an entry.
Possibly the largest "closure" in history (but more closely analogous to a demerger) was the split of the Soviet Union into its constituent countries. In comparison, the end of East Germany can be considered a merger rather than a closure as West Germany assumed all of the assets and liabilities of East Germany. The end of the Soviet Union was the equivalent of a closure through a bankruptcy liquidation, because while Russia assumed most of the assets and responsibilities of the former Soviet Union, it did not assume all of them. There have been issues over who is responsible for unpaid parking tickets accumulated by motor vehicles operated on behalf of diplomatic missions operated by the former Soviet Union in other countries, as Russia claims it is not responsible for them.
The Soviet Union, officially the Union of Soviet Socialist Republics (USSR), was a socialist state in Eurasia that existed from 1922 to 1991. Nominally a union of multiple national Soviet republics, its government and economy were highly centralized. The country was a one-party state, governed by the Communist Party with Moscow as its capital in its largest republic, the Russian Soviet Federative Socialist Republic. Other major urban centres were Leningrad, Kiev, Minsk, Alma-Ata, and Novosibirsk. It spanned over 10,000 kilometres east to west across 11 time zones, and over 7,200 kilometres north to south. It had five climate zones: tundra, taiga, steppes, desert and mountains.
East Germany, officially the German Democratic Republic, was a country that existed from 1949 to 1990, when the eastern portion of Germany was part of the Eastern Bloc during the Cold War. It described itself as a socialist "workers' and peasants' state", and the territory was administered and occupied by Soviet forces at the end of World War II — the Soviet Occupation Zone of the Potsdam Agreement, bounded on the east by the Oder–Neisse line. The Soviet zone surrounded West Berlin but did not include it; as a result, West Berlin remained outside the jurisdiction of the GDR.
West Germany, officially the Federal Republic of Germany, and referred to by historians as the Bonn Republic, was a country in Central Europe that existed from 1949 to 1990, when the western portion of Germany was part of the Western bloc during the Cold War. It was created during the Allied occupation of Germany in 1949 after World War II, established from eleven states formed in the three Allied zones of occupation held by the United States, the United Kingdom and France. Its capital was the city of Bonn.
Chapter 11 is a chapter of Title 11, the United States Bankruptcy Code, which permits reorganization under the bankruptcy laws of the United States. Chapter 11 bankruptcy is available to every business, whether organized as a corporation, partnership or sole proprietorship, and to individuals, although it is most prominently used by corporate entities. In contrast, Chapter 7 governs the process of a liquidation bankruptcy, though liquidation can be done under Chapter 11 also; while Chapter 13 provides a reorganization process for the majority of private individuals.
In accounting, equity is the difference between the value of the assets and the value of the liabilities of something owned. It is governed by the following equation:
In the United States, bankruptcy is governed by federal law, commonly referred to as the "Bankruptcy Code" ("Code"). The United States Constitution authorizes Congress to enact "uniform Laws on the subject of Bankruptcies throughout the United States." Congress has exercised this authority several times since 1801, including through adoption of the Bankruptcy Reform Act of 1978, as amended, codified in Title 11 of the United States Code and the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (BAPCPA).
Insolvency is the state of being unable to pay the money owed, by a person or company, on time; those in a state of insolvency are said to be insolvent. There are two forms: cash-flow insolvency and balance-sheet insolvency.
A Proof of claim in bankruptcy, in United States bankruptcy law, is a document filed with the Court so as to register a claim against the assets of the bankruptcy estate. The claim sets out the amount that is owed to the creditor as of the date of the bankruptcy filing and, if relevant, any priority status. Although a document called a Claim in Bankruptcy is used in proceedings in both Canada and the United States, in the United States, the document is properly termed a Proof of Claim. The form is different although they share many similar aspects.
Sports Authority, Inc. was a sports retailer in the United States that was headquartered in Englewood, Colorado. At its peak, Sports Authority operated more than 460 stores in 45 U.S. states, Canada and Puerto Rico. The company's website was on the GSI Commerce platform and supported the retail stores as well as other multi-channel programs. A joint venture with ÆON Co., Ltd., operates "Sports Authority" stores in Japan over a licensing agreement.
Continuation of an entity as a going concern is presumed as the basis for financial reporting unless and until the entity's liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity's liquidation becomes imminent, financial statements are prepared under the liquidation basis of accounting.
In England and Wales, an individual voluntary arrangement (IVA) is a formal alternative for individuals wishing to avoid bankruptcy.
Bankruptcy is a legally declared inability or impairment of ability of an individual or organization to pay their creditors. In most cases personal bankruptcy is initiated by the bankrupt individual. Bankruptcy is a legal process that discharges most debts, but has the disadvantage of making it more difficult for an individual to borrow in the future. To avoid the negative impacts of personal bankruptcy, individuals in debt have a number of bankruptcy alternatives.
A general assignment or assignment is a concept in bankruptcy law that has a similar meaning, due to common law ancestry, in different jurisdictions, but wide dispersion in practical application. The "assignment for the benefit of creditors", also known as an ABC or AFBC is an alternative to bankruptcy, which is a "general assignment"/"assignment" concept.
As a legal concept, administration is a procedure under the insolvency laws of a number of common law jurisdictions, similar to bankruptcy in the United States. It functions as a rescue mechanism for insolvent entities and allows them to carry on running their business. The process – in the United Kingdom colloquially called "under administration" – is an alternative to liquidation, or may be a precursor to it. Administration is commenced by an administration order. A company in administrative receivership is operated by an administrator on behalf of its creditors. The administrator may recapitalize the business, sell the business to new owners, or demerge it into elements that can be sold and close the remainder. Most countries distinguish between voluntary (board-decided) and involuntary (court-decided) receivership. In voluntary administrative receivership, the administrator is appointed by the company directors. In involuntary administrative receivership, the administrator is appointed by a judicial court. The legal terms for these processes vary from country to country, and the processes may overlap.
Debtor-in-possession financing or DIP financing is a special form of financing provided for companies in financial distress, typically during restructuring under corporate bankruptcy law. Usually, this debt is considered senior to all other debt, equity, and any other securities issued by a company — violating any absolute priority rule by placing the new financing ahead of a company's existing debts for payment.
A liquidating distribution is a type of nondividend distribution made by a corporation or a partnership to its shareholders during its partial or complete liquidation. Liquidating distributions are not paid solely out of the profits of the corporation. Instead, the entire amount of shareholders' equity is distributed. When a company has more liabilities than assets, equity is negative and no liquidating distribution is made at all. This is usually the case in bankruptcy liquidations. Creditors are always senior to shareholders in receiving the corporation's assets upon winding up. However, in case all debts to creditors have been fully satisfied, there is a surplus left to divide among equity-holders. This mainly occurs during voluntary liquidations of solvent corporations.
United Kingdom insolvency law regulates companies in the United Kingdom which are unable to repay their debts. While UK bankruptcy law concerns the rules for natural persons, the term insolvency is generally used for companies formed under the Companies Act 2006. "Insolvency" means being unable to pay debts. Since the Cork Report of 1982, the modern policy of UK insolvency law has been to attempt to rescue a company that is in difficulty, to minimise losses and fairly distribute the burdens between the community, employees, creditors and other stakeholders that result from enterprise failure. If a company cannot be saved it is "liquidated", so that the assets are sold off to repay creditors according to their priority. The main sources of law include the Insolvency Act 1986, the Insolvency Rules 1986 ), the Company Directors Disqualification Act 1986, the Employment Rights Act 1996 Part XII, the Insolvency Regulation (EC) 1346/2000 and case law. Numerous other Acts, statutory instruments and cases relating to labour, banking, property and conflicts of laws also shape the subject.
The 2009 General Motors Chapter 11 sale of the assets of automobile manufacturer General Motors and some of its subsidiaries was implemented through Chapter 11, Title 11, United States Code in the United States bankruptcy court for the Southern District of New York. The United States government-endorsed sale enabled the NGMCO Inc. to purchase the continuing operational assets of the old GM. Normal operations, including employee compensation, warranties, and other customer service were uninterrupted during the bankruptcy proceedings. Operations outside of the United States were not included in the court filing.
Cayman Islands bankruptcy law is principally codified in five statutes and statutory instruments:
Australian insolvency law regulates the position of companies which are in financial distress and are unable to pay or provide for all of their debts or other obligations, and matters ancillary to and arising from financial distress. The law in this area is principally governed by the Corporations Act 2001. Under Australian law, the term insolvency is usually used with reference to companies, and bankruptcy is used in relation to individuals. Insolvency law in Australia tries to seek an equitable balance between the competing interests of debtors, creditors and the wider community when debtors are unable to meet their financial obligations. The aim of the legislative provisions is to provide:
Hong Kong insolvency law regulates the position of companies which are in financial distress and are unable to pay or provide for all of their debts or other obligations, and matters ancillary to and arising from financial distress. The law in this area is now primarily governed by the Companies Ordinance and the Companies Rules. Prior to 2012 Cap 32 was called the Companies Ordinance, but when the Companies Ordinance came into force in 2014, most of the provisions of Cap 32 were repealed except for the provisions relating to insolvency, which were retained and the statute was renamed to reflect its new principal focus.
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