Leading cases show Quistclose trusts being used by companies nearing insolvency. Their use in this context raises serious normative problems: it may prefer the beneficiary to the company's other creditors, and creates a misleading impression that trust funds are in fact free of trust. Building on the emergent normative literature on Quistclose trusts, we first examine which Quistclose trusts are currently allowed under company law and the law of corporate insolvency. We then discuss the normative question as to which Quistclose trusts should be allowed, given the principles of these branches of the law.

Friedrich Nietzsche proposed the ‘Eternal Recurrence’ thought experiment in his book, The Gay Science (1882). Drawing on ancient Greek and Indian philosophy, Eternal Recurrence is the idea that with infinite time and matter events will occur again and again without end. While not (quite) infinite, English and Welsh insolvency law does have a sufficient and significant history that reveals numerous examples of this phenomenon of repetition. This paper examines some of the patterns of repetition within the law and reform processes and how ‘broad’, ‘narrow’, and ‘deep’ Eternal Recurrence applies to English and Welsh insolvency law. Three examples of Eternal Recurrence are examined: (1) the plight of the unsecured creditor; (2) the quest for protection, including the use of security devices; and (3) the accountability of directors in corporate insolvency, with specific reference to human rights protection for directors versus insolvency law objectives for the benefit of creditors. Finally, suggestions are provided as to why ‘insolvency’ Eternal Recurrence is problematic, particularly for law reform development and the reform of insolvency law in England and Wales.

Systems of corporate governance are not static. Rather, they are constantly evolving and are shaped and redesigned through formal legal rules, judicial decisions, business practices and changes in the prevailing ideological consensus. The 2007–2008 ‘credit crunch’ and the subsequent recession call for a reconsideration of the role of labour within the mechanisms of corporate governance and control. Accordingly, employee voice mechanisms, existing and potential, will be re-assessed in the academic realm and also as part of a wider renewed political discourse. Assessing the potential for implementation and prospects of employee voice is paramount within this process, and central to its success. The analysis made below maintains that regulations and their outcomes are the result of a blend of factors which interact with one another. It constructs a sociological and political explanation for the laws and actual practices concerned with the influence of employees on the firm's strategic decision-making process. Focusing on the legal regime which governs corporate insolvency restructuring in Germany, the US and the UK, and specifically the legal crossroads where capital and labour interact, this article reaffirms the view that capitalist systems create institutional structures which are difficult to alter, whereas developing mechanisms of employee voice are likely to adjust and ultimately reflect the existing institutional structure.

This paper proposes a conceptual framework according to which a suitable approach for treating corporate groups in insolvency, under domestic law, can be devised. Currently, the event of insolvency within a corporate group is often poorly dealt with under both domestic and international regimes. However, the matter demands special consideration, especially as ‘linking’ between affiliated group companies in their separate insolvencies may be necessary. This paper examines how ‘linking’ tools might be incorporated into domestic laws and ultimately harmonised, so that a level playing field for insolvencies within corporate groups (wherever they may take place) is established. It suggests three main features which are required for any workable solution. First, the system should be prudent and recommend linking tools only when these are needed. Second, clear and objective tests should be used to decide on any proposed mechanism, promoting certainty and clarity in judicial outcomes. Finally, the international scenario should be taken into account as well, in order to prevent possible manipulation by the debtors and use the benefits of treating the corporate group globally. Using these three concepts, the paper examines the various linking tools available, from procedural consolidation to contribution orders. It concludes by asserting that using the proposed concepts to construct the required linking mechanisms will help to achieve effective tools that are broadly accepted and provide an appropriate platform for dealing with corporate groups in their insolvencies.