LUXEMBOURG Law and Practice Contributed by: Laure-Hélène Gaicio Fievez, Fabio Trevisan and Carolina Vasselli, BSP
• access to information – creditors and other inter - ested parties may access relevant documents, subject to confidentiality protections; • suspension of limitation periods – submission of the application for registration of the creditor claim suspends the statute of limitations on creditors’ claims; and • protective measures – pending the court’s deci - sion, the debtor is shielded from bankruptcy declarations, judicial dissolution and enforcement actions against their property, except in cases involving serious legal breaches (eg, under Article 1200-1 of the amended 1915 Law). Judicial Restructuring by Transfer by Court Order (Transfert par Décision de Justice) This procedure focuses on ensuring the continuity of a business’s economic activities by transferring all or part of its assets to third parties. Unlike other restruc - turing methods, it prioritises preserving viable opera - tions under judicial supervision. Initiation of proceedings A transfer by court order can be initiated: • by the debtor, either in their initial petition for reor - ganisation or during ongoing proceedings; and • by third parties, including creditors, the public prosecutor, or potential acquirers interested in the A court-appointed agent ( mandataire de justice ) is responsible for overseeing the transfer process. Their duties include: • assessment and planning – evaluating the viability of the business or its components and preparing transfer proposals; and • co-ordination – organising the sale or assignment of assets necessary for maintaining economic activities. This may include arranging mergers or other structural changes. The court-appointed agent prepares one or more transfer projects and submits them to the delegated judge and debtor at least two days before the court business or its assets. Court-appointed agent
hearing. The judge’s authorisation is required for the transfer to proceed. Transfer process Once the court approves the transfer project: • the court-appointed agent executes the transfer(s), ensuring compliance with legal and contractual obligations; and • the scope of the transfer is either determined by the court or left to the discretion of the agent, who bears significant responsibility for balancing credi - tor interests with the business’s viability. Public registry notice The appointment of the court-appointed agent is pub - licly recorded in the Luxembourg Business Registry, ensuring transparency and facilitating stakeholder engagement. 4.2 Statutory Restructuring, Rehabilitation and Reorganisation Procedure Under Luxembourg law, restructuring proceedings primarily adjust creditors’ rights, both secured and unsecured, while shareholders’ rights may also be impacted, especially in cases where these interests conflict with the reorganisation aims. The reorganisation process typically requires that creditors, assembled as a collective, vote on the restructuring plan. Majority consent is usually required to proceed, although dissenting creditors may be sub - jected to a cross-class “cram-down” if deemed nec - essary to the plan’s success. The value of claims against the debtor is determined through a formal verification process under judicial oversight, ensuring that creditors’ claims are assessed consistently with legal standards. Luxembourg law includes preventative restructuring measures, such as a stay on enforcement actions, which are particularly useful for granting the debtor time to negotiate terms with creditors. Additionally, the court may appoint a restructuring specialist, often referred to as a “practitioner in the field of restructuring”, to oversee and facilitate nego - tiations. Dissenting creditors, while protected under
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