Finance documents Definition

GLOSSARY

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What does Finance documents mean?

Typically refers to all the documents that make up the terms of the financing arrangement between the borrower and lender(s). The term is normally defined in the facility agreement and generally includes the facility agreement, security documents, certain side letters to which a finance party is party and intercreditor agreements or deeds of priority

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Adding a new partner to a general partnership—checklist

Adding a new partner to a general partnership—checklist Identity of new partner What is the name and address of the new partner? Is the new partner subject to any restrictions under any existing agreements or covenants (eg employment, partnership, joint venture, finance documents) that may impact upon their ability to join or commit to the partnership? Business details Will the business of the partnership remain the same after admission of the new partner? Will the name of the partnership change after admission of the new partner? Will the premises of the business change? If the partnership is registered for VAT, who will inform HMRC of a change of partners for VAT purposes? If the partnership is registered for PAYE and employer’s NICs, who will inform HMRC of a change of partners for these purposes? Will the new partner be required to register for employee’s NICs? Partnership agreement and other documentation How does the existing partnership agreement provide for the admission of new partners? Will any changes be required to the...

Retiring from a general partnership—checklist

Retiring from a general partnership—checklist Identity of retiring partner What is the name and address of the retiring partner? Business details Will the business of the partnership remain the same after retirement of the retiring partner? Will the name of the partnership change after retirement of the retiring partner? Will the premises of the business change? If the partnership is registered for VAT, who will inform HMRC of a change of partners for VAT purposes? If the partnership is registered for PAYE and employer’s NICs, who will inform HMRC of a change of partners for these purposes? Will the new partner be required to register for employee’s NICs? Partnership agreement and other documentation How does the partnership agreement provide for the retirement of a partner? Are defined terms set out in the partnership agreement consistent with those in the proposed retirement deed? What restrictions are in place over the retiring partner post-retirement? Are the restrictions reasonable? Should they be added to? Will the retiring partner be required to give assistance...

Structure and key features of a solar project finance transaction

Structure and key features of a solar project finance transaction Introduction and key benefits of solar As the appetite for renewable energy has grown exponentially over the past decade, solar power projects have become increasingly prevalent. Of the two types of solar projects, photovoltaic (PV) and concentrated solar power (CSP), PV is the most common type. The low installation costs and short build times of solar PV projects have made them an attractive option for investors and sponsors in the energy sector. As at the end of March 2024, there was a total of 15.8 GW of solar capacity in the UK. This is an increase of 5.6% (837 MW) since March 2023. In addition, according to the International Energy Agency in Renewables 2023, China commissioned as much solar PV in 2023 as the entire world had done during 2022. On a global level, solar PV alone accounted for three-quarters of renewable capacity additions worldwide. A few of the key advantages of solar power are worth noting...

Priority between security interests—practical examples

Priority between security interests—practical examples This Practice Note sets out examples of how the rules on priority could work in practice with reference to the relevant priority rules under English law. It complements and should be read in conjunction with our other Practice Notes on priority. Additional examples are added to this Practice Note on a regular basis. If you come across a priority situation in practice that you would like us to include, please use the LexisAsk function to let us know. Practice Note: Priority between security interests sets out the rules on priority from a more technical perspective and should be used for information about the black letter law which underpins the practical examples in this Practice Note. It is important to note that English law priority rules are complex and are generally accepted not to be clear in every respect. The rules can also be affected by the actions of the parties meaning that law firms will often not give an opinion on the...

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Representations and events of default plug-in clauses for loan agreements and security documentation: individual borrower or chargor

Representations and events of default plug-in clauses for loan agreements and security documentation: individual borrower or chargor DEFINITIONS The following definition needs to be added to Clause 1.1 (Definitions) of Precedent: Facility agreement (term loan): single company borrower—bilateral—with or without security or a guarantee. Mental Incapacity • means in relation to a person: (a) any unsoundness of mind—they are unable to make a decision for themselves in relation to the matter because of an impairment of, or a disturbance in the functioning of, the mind or brain whether the impairment or disturbance is permanent or temporary; (b) any order being made or receiver appointed under the Mental Health Act 1983, the Mental Health Act 2007 or any analogous step or procedure being taken in any other jurisdiction; or (c) any step or procedure being taken in any jurisdiction which would restrict the capacity of the Borrower to enter into [this Agreement OR the Finance Documents to which they are a party] or would require the approval...

Supplemental legal mortgage for real property: single company mortgagor—bilateral—specific monies

Supplemental legal mortgage for real property: single company mortgagor—bilateral—specific monies This Deed is made on [date] Parties 1 [insert name of Chargor], a company incorporated in England and Wales with registered number [insert company number] whose registered office is at [insert address] (the Chargor); and 2 [insert name of Lender] of [insert address] (the Lender). Recitals: (A) This Deed is supplemental to the Debenture (as defined below) pursuant to which the Chargor mortgaged and charged, among other things, all its then existing freehold and leasehold properties in favour of the Lender for the purpose of providing security to the Lender in respect of the Secured Obligations (as defined below). (B) The Chargor is entering into this Deed pursuant to clause [insert relevant clause number] (Further assurance) of the Debenture to grant a legal mortgage over the Mortgaged Property (as defined below) for the purpose of providing additional security to the Lender in respect of the Secured Obligations (as defined below). IT IS AGREED as follows: 1...

Dive into our 69 Precedents related to Finance documents

What recourse does a bank have if assets are disposed of in breach of the terms of the finance documents?

What recourse does a bank have if assets are disposed of in breach of the terms of the finance documents? Why is the restriction on asset disposals needed and what clauses should the bank consider in these circumstances? In a secured financing, the bank will be concerned to ensure that the value of its security is not reduced in any way during the term of the facility agreement, ensuring it maximises recoveries in the event it wants to enforce the security. Another key concern is that unless the bank can show sufficient control over any given secured asset, any purported fixed charge over that asset could be recharacterised as a floating charge. Therefore, it is usual for the bank to put restrictions into the facility agreement and related security documents preventing the borrower from selling, transferring or otherwise disposing of any of its assets during the term of the facility agreement without the consent of the bank. For more information, see Practice Note: Undertakings (covenants) —...

What does 'in the ordinary course of business' mean in connection with floating charge asset disposals?

What does 'in the ordinary course of business' mean in connection with floating charge asset disposals? The ability of a chargor to dispose of or otherwise deal with assets in the ordinary course of business is the hallmark of a floating charge. Chargors are therefore permitted to dispose of and deal with floating charge assets in the ordinary course of business prior to crystallization even if this is not specifically stated in the debenture or other finance document. The debenture may include a provision permitting the chargor to deal with their floating charge assets 'in the ordinary course of business' (effectively restating the law). Alternatively, the lender may want to impose additional controls on how the chargor deals with floating charge assets, eg by a negative pledge or a prohibition on disposals of floating charge assets except in the ordinary course of trading (see: Practical application). Understanding the meaning of 'ordinary course of business' in this context can be helpful: • in the context...

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Restructuring & Insolvency weekly highlights—21 November 2024

This week's edition of Restructuring & Insolvency weekly highlights includes: confirmation by the Supreme Court of the immovables rule to English property (Kireeva v Bedzhamov), the publication by the Insolvency Service of its monthly insolvency statistics for October 2024, an analysis on the interface between property law and financial remedy in the context of bankruptcy (DDR v BDR), plus a round-up of other news and cases for restructuring and insolvency professionals.

Banking and Finance weekly highlights—11 July 2024

This week's edition of Banking and Finance weekly highlights includes: (1) NGFS publishes two complementary nature-related risk reports; (2) a news analysis examining the EU sanctions directive approach to breaches; and (3) the Supreme Court decision in Lipton and another v BA Cityflyer Ltd.

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