...hac vice pending) TOGUT, SEGAL & SEGAL LLP Bankruptcy Co-Counsel for the Debtors and Debtors in Possession One Penn Plaza, Suite 3335 New York, New York 10119 (212) 594-5000 Albert Togut (AT-9759) Frank A. Oswald (FAO-1223) Scott E. Ratner (SER-0015) UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK -------------------------------------------------------In re ENRON CORP., et al., Debtors. -------------------------------------------------------ENRON CORP., Plaintiff, v. CREDIT SUISSE FIRST BOSTON INTERNATIONAL and CREDIT SUISSE FIRST BOSTON LLC , f/k/a CREDIT SUISSE FIRST BOSTON CORPORATION, Defendants. --------------------------------------------------------x : : : : : : : x : : : : : : : : : : : : : : : : : x Chapter 11 Case No. 01-16034 (AJG) Jointly Administered Adversary Proceeding No. 03 - ____________ (AJG) COMPLAINT FOR THE AVOIDANCE AND RECOVERY OF PREFERENTIAL AND FRAUDULENT TRANSFERS, RECOVERY OF ILLEGAL PAYMENTS TO A SHAREHOLDER WHILE THE DEBTOR WAS INSOLVENT, AND FOR OTHER RELIEF Plaintiff Enron Corp. (“Enron”), as a debtor and debtor in possession, by its special litigation counsel, Venable LLP, and its bankruptcy co-counsel, Togut Segal & Segal LLP, for its complaint against Defe ndants Credit Suisse First Boston International and Credit Suisse First Boston LLC, f/k/a Credit Suisse First Boston Corporation (collectively, “CSFB”), alleges the following facts and claims: NATURE OF THIS ACTION 1. Enron brings this suit to recover large pre-petition...
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...termination date in respect of the relevant transaction has occurred. 3) Each other application condition precedent specified in this Agreement Since the conditions stated in s2a(iii) are the conditions precedent to the payment obligation of the counterparties, if any one of the condition has not been met at any time, there is no payment obligation under any of the trade under the agreement. For condition 2 and 3, as seen in the schedule, there is no automatic early termination clause and other specified condition precedent and they won’t be in dispute here. However, condition 1) in s2(a)(iii) makes suspension of payment obligation possible. The definition of event of default is found in s5(a) of ISDA agreement, which includes bankruptcy. In present case, Tumble became insolvent and according to s5(a)(vii), payment obligation of Prudent bank in respect of the transaction were suspended. As...
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...about disclosing bankruptcy to the public are unclear, and so companies are able to make their own decisions about when to disclose the fact that they are filing for bankruptcy protection. The Wall Street Journal analyzed the bankruptcy filings of 90 large public companies and found that 29 did not disclose their bankruptcy preparations in any way. A few collapsed too quickly to report, but most made the decision not to let the public know. Is that a bad thing? On one hand, a free market relies on transparency and honesty. Bankruptcy filings are material information and, as such, investors have a right to know that a company is in distress. On the other hand, filing for bankruptcy protection is intended to help the company get out from under debt and keep operating. Disclosure can work against that process. With the introduction of innovations such as credit default swaps, creditors are less likely to be motivated to work with the company. Furthermore, employees with mobility are likely to begin departing once they know the company’s future is in doubt. Investors have a right to know, while stakeholders have a right to their livelihood. Where do we draw the line (9)?” Corporate Bankruptcy Explained Bankruptcy is a judicial process to provide an individual or a business that no longer can pay its debts with relief from financial obligations. It distributes a debtor’s property equitably among creditors and enables the debtor to start afresh. Federal bankruptcy laws govern how...
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...The Quarterly Review of Economics and Finance 45 (2005) 48–64 Contagion effects of the world’s largest bankruptcy: the case of WorldCom Aigbe Akhigbea,∗ , Anna D. Martinb , Ann Marie Whytec a Department of Finance, College of Business Administration, University of Akron, Akron, OH 44325, USA b Department of Finance, Charles F. Dolan School of Business, Fairfield University, USA c Department of Finance, School of Business, University of Central Florida, USA Received 16 June 2003; received in revised form 23 December 2003; accepted 27 July 2004 Available online 26 November 2004 Abstract On July 19, 2002 WorldCom sought protection from its creditors when it filed for Chapter 11 bankruptcy, earning the distinction as the largest bankruptcy filing in U.S. history. The events surrounding this history-making occurrence provide an important opportunity to examine the repercussions for WorldCom’s stakeholders. We especially focus on the valuation effects of the WorldCom failure on exposed financial institutions for their important monitoring roles as institutional investors and creditors. Despite the heightened uncertainty facing investors during this period, we find that the market is remarkably efficient in distinguishing among the various types of stakeholders. In particular, institutional investors and creditors are largely unaffected by the events, which is expected based on the benefit of diversification. In contrast, large and key competitors are adversely affected by the events...
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...Shannon O’Neal Business Law 2 Paper #1 Thesis Statement: An analysis of Enron and its monumental collapse shows how this once well-established business had to file bankruptcy; fraud, tampering with financial records, deceiving employees and stockholders, embezzlement, and upper management practicing unethical business practices all proved to be key components in Enron’s downfall. Enron was a company that despite its long-term success fell apart in the end due to lack of internal controls and misguided executives and management. Corruption, scandal, theft, and inefficiency all led to the bankruptcy of a once well-established business that today, still has a tarnished reputation that will never recover. Had upper management been ethically balanced, this White Collar crime could have been avoided along with billions of dollars lost, thousands of jobs lost, and people’s trust in the financial industry destroyed. White Collar Crime is defined as non-violent, financially-based criminal activity typically undertaken within a setting in which its participants retain advanced education with regard to employment that is considered to be prestigious (Laws.Com). Enron and its top leaders not only misrepresented earnings reports, but embezzled funds from its investors making this company’s scandal the most notorious business failure in history. Enron’s fraudulent business practices affected thousands of people, and the laws that were broken, along with the crimes that were attempted...
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...------------------------------------------------- Advanced Strategic Management Enron By Anna Medvedeva The movie Enron which was based on the Enron Corporation in Houston, Texas is mainly about the company which followed institutionalized, systematic and creative planned accounting fraud for almost a decade. This resulted in Bankruptcy of the corporation in 2001 which was also is considered to be one of the biggest scandals in the US Market. The movie depicted was a little exaggerating when it comes to the economic dealings of the company in the market with its shares. The exploitation of Jeff skilling and Andrew Fastow who were well versed with burgeoning deregulated energy market, according to me are considered to be one of the important aspects of the fraud (as shown in the movie). Enron is now also considered to be the most willful corporate fraud in modern history. The few important points according to me that can be considered to be the reason of the company’s bankruptcy could have be avoided in order to save the company’s reputation, brand and value are: * The common business practices such as the limited liability special purpose entities which were established in number by Andrew Fastrow without the liability of these entities being shown in the annual accounting booklet could have been stopped. * As a foreign exchange program Enron involved in finding Energy Investors in India in 1992 due to the energy shortage problems. Enron enlisted a 20 year power purchase program with an...
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...Enron Corporation: THE RISE AND FALL; ACCOUNTING SCANDAL Submitted To: Professor Bill Bristol Submitted By: Kenneth Rhodes, Jr. Metropolitan College of New York (MCNY) TABLE OF CONTENTS I. ABSTRACT...............................................................................................................................2 II. purpose and service....................................................................................................3 III. HistorY............................................................................................................................3-5 IV. The Downfall..............................................................................................................5-6 V. Accounting Scandal................................................................................................6-7 VI. Accounting Practices...........................................................................................7-8 VII. Files’ for Bankruptcy.............................................................................................9 VIII. Auditing.....................................................................................................................9-10 IX. Conclusion: THE AFTERMATH..........................................................................10-11 XI. BIBLIOGRAPHY................................................................................................................12 I. ABSTRACT ...
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...THE COLLAPSE OF ENRON & THE INTRODUCTION OF THE SARBANES OXLEY ACT BY TREVOR GARRETT 02/25/2011 Abstract Enron Corporation was one of the largest energy trading, natural gas and Utilities Company in the world that was based in Huston, Texas. The downfall of Enron is one of the most infamous and shocking events in the financial world, and its reverberations were felt around the globe. Prior to its collapse in 2001, Enron was one of the leading companies in the U.S and considered among top 10 admired corporations and most desired places to work at. Its revenues made up US $139 to $184 billion, assets equaled $62 to $82 billion, and the number of employees reached more than 30,000 people in 20 countries around the world. While on the surface it seemed like the perfect Corporation, internally it had highly decentralized financial control and decision-making structure, which made it practically impossible to get coherent and clear view on corporations' activities and operations. Enron manipulated its books and assets to help it report steady profit growth to Stock Exchanges and Credit-rating agencies. Investors generally are not willing to pay as much for the stock of a volatile trading operation, and this gave rise to manipulations. This paper briefly describes the legal and ethical breaches by Enron, the key factors and events that led to its collapse and the passing of the Sarbanes Oxley Act as a consequence of such a catastrophe. The paper also discusses the key components...
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...How did the corporate culture of Enron contribute to its bankruptcy? The corporate Culture at Enron could have contributed to its bankruptcy in many ways. Its corporate culture supported unethical behavior without question for as long as the behavior resulted in monetary gain for the company. It was describe as having a culture of arrogance that led people to believe that they could handle increasingly greater risk without encountering any danger. Its culture did little to promote the values of respect and integrity it instead rewarded ‘innovation’ and punished employees deemed week. The performance evaluation process for employees that was dubbed “rank and yank” utilized peer evaluations, and each of the company’s divisions was forced to fire the lowest ranking employees. This created cut-throat competition not only against Enron’s external competitors but also within the organization. It pitched employees against each other. The internal rivalry created in turn contributed to less communication between operations for fears of being fired. The “survival for the fittest” atmosphere reached the point where illegal activity was deemed necessary to stay on top of the game. Enron’s compensation plans also seemed less concerned with generating profits for shareholders than with enriching officer wealth. Its culture encouraged flaunting the rules and even breaking them. Each Enron division and business unit was kept separate from the others and as a result very few people in the...
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...A new strategy Enron was the biggest seller of natural gas in North America in 1992, their EBIT was 122 million dollar. Enron used differentiation strategy which aimed to develop and operated with different assets such as pipelines, services, paper plants, water plants and electricity plants. Enron did not just make profit on its assets but also traded with contracts of the assets and service in order to reach higher profit. This is how Enron became a favourite among investors in the ‘90s and its stock price increased 311%. The growth did not stop until the year of 2000. Enron’s market value was above 60 billion dollars and its stock price was 83,13 dollars the 31 December of 2000. The Commodity Futures Modernization Act of 2000 helped them with their derivatives businesses. “One example was during the California electricity crisis (2000-2001) where they manipulated the California energy market and sent electricity prices surging by at least a factor of eight. During that time, the price of natural gas was trading as much as $60 per thousand cubic feet in California (which was previously selling for about $3 per thousand cubic feet). This kind of manipulation increased Enron's stock price and revenues. But this not so clever manipulation of Enron made itself a political target and accelerated the ruins of their finances.” Enron’s downfall Mark-to-market Accounting The use of mark-to-market accounting later struck back. The Enron’s aggressive accounting had corrupted...
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...Enron Corporation (former NYSE ticker symbol ENE) was an American energy, commodities, and services company based in Houston, Texas. Before its bankruptcy on December 2, 2001, Enron employed approximately 20,000 staff and was one of the world's major electricity, natural gas, communications, and pulp and paper companies, with claimed revenues of nearly $101 billion during 2000.[1] Fortune named Enron "America's Most Innovative Company" for six consecutive years. At the end of 2001, it was revealed that its reported financial condition was sustained substantially by an institutionalized, systematic, and creatively planned accounting fraud, known since as the Enron scandal. Enron has since become a well-known example of willful corporate fraud and corruption. The scandal also brought into question the accounting practices and activities of many corporations in the United States and was a factor in the creation of the Sarbanes–Oxley Act of 2002. The scandal also affected the greater business world by causing the dissolution of the Arthur Andersen accounting company.[2] Enron filed for bankruptcy protection in the Southern District of New York during late 2001 and selected Weil, Gotshal & Manges as its bankruptcy counsel. It ended its bankruptcy during November 2004, pursuant to a court-approved plan of reorganization, after one of the most complex bankruptcy cases in U.S. history. A new board of directors changed the name of Enron to Enron Creditors Recovery Corp., and emphasized...
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...Reading Summary: Enron and Arthur Andersen The article described the rise and fall of the Enron Company during the period of time that managed by several executives. The deregulation of public utility industries gives Enron chance to make profit by trading energy as commodity in the open market. Thus, Enron ranked the seventh largest of the Fortune 500 at the year of 2000. However, for the purpose of rise company shares and control current risk of company, Enron deals agreements with internal related companies, which is owned by Enron executives, in order to rise company value and increase stock price. These special purpose entities (SPEs) overvalued Enron’s share about 600million and finally drove company to bankruptcy. Three main aspects point out by author that indicates how Enron Company filed for bankruptcy. Firstly, rather than hedging its risk by entering into contract with independent third parties, Enron entering agreement with its own executives company to control risk level. Secondly, Enron’s Chief Financial Officer Andrew Fastow fully controls trading agreements between Enron and SPEs, which means he can make personal profits by cheat other investors. Thirdly, the accounting firm—Arthur Andersen, which have responsibility to providing allegedly unbiased and accurate financial reports to help investors decision making whether invest or not into a corporation. For the purpose of keep receiving huge amount of consulting and advising fees from Enron, Andersen auditors...
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...ETHICAL FAILURE: Enron Corporation Submitted by: Ishani Rawat 61 Niharika Agarwal 68 Poonam Singh 72 Ruchika Singh 77 Background Once the seventh largest company in America, Enron was formed in 1985 when InterNorth acquired Houston Natural Gas. The company branched into many non-energy-related fields over the next several years, including such areas as Internet bandwidth, risk management, and weather derivatives (a type of weather insurance for seasonal businesses). Although their core business remained in the transmission and distribution of power, their phenomenal growth was occurring through their other interests. Fortune Magazine selected Enron as "America's most innovative company" for six straight years from 1996 to 2001. Then came the investigations into their complex network of off-shore partnerships and accounting practices. What Happened? On April 17, 2001, Enron announced a 281% in revenues and a 20% increase in net income. Its stock was trading near $60. Things began to fall apart in October, however, when Enron reported an adjustment in earnings of over $1 billion in its SEC filings, resulting in a $618 million loss for the third quarter...
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...ENRON SCANDAL Enron was formed in 1985 from merger of two companies; Houston Gas and InterNorth Inc. by Kenneth Lay. It grew to be among the highly innovative companies throughout 1990s. Its unique business strategy made it known. Initially, the company’s objective was to sell electricity and gas but by 1990s it had ventured into other businesses such as pulp and paper companies and communications . Its success was indicated by the rise in annual revenues; between 1995 and 2000 Enron recorded a revenue rise of $91 billion dollars. However in 2001 as notes accounting fraud was revealed in its financial reports. It was established that the company had indeed experienced a loss of more that $500 million dollars (Li, 2010) for the previous five years; contrary to its audit reports. The company fell bankrupt later in 2001. This essay examines the scandal, its effects and critically gives an ethical analysis of the situation. Enron scandal is the worst to have ever happened in the US business industry. Enron’s bankruptcy was a result of accounting fraud which was substantially institutionalized and creatively crafted within the management. The management focused on converting all the strategies into success to maintain their heavy compensations-through accounting manipulation; a greed financial officer with underground agreements to enrich himself; a collaborative law and auditing firms in Elkins and Arthur Andersen respectively; corrupt investment bankers- they structured...
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.... Burton Final Paper: The Enron Scandal MSA 602 Dr. Pendarvis 12-4-2011 Abstract Enron's collapse is generally viewed as a morality tale - the natural result of managerial greed, a clueless board, and feckless gatekeepers. But none of these aspects of the story clearly distinguishes Enron from other major firms during the bubble era of the late 90s. This material identifies certain economic facts from the many moving parts that was Enron, and organizes them along two main threads. The first describes Enron's major businesses, and the incentives and constraints under which the managers of those businesses operated. The second thread describes the basic financial engineering tools developed by Enron's finance department. These threads are then woven into the timeline of Enron's ultimate collapse. What emerges is a tale of how bad bets that resulted in good outcomes came to be viewed by top management and the board as bets worth repeating on an ever-larger scale. Early success in highly risky ventures were ramped up and duplicated, under perverse incentives, into a financial disaster. The firm then doubled down on that disaster with non-economic hedges developed by the finance group. The CFO, in a wholesale breach of his fiduciary responsibilities, including corruption of various gatekeepers, managed to cloak the poor quality of his hedges and his motivation in creating them. This duplicity prevented...
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