An Inter Company Loan Agreement is essential for documenting and formalizing loan arrangements between related companies operating under Hong Kong law. This document is commonly used when one company within a corporate group provides financing to another group company, whether for working capital, expansion, acquisition, or other business purposes. The agreement must comply with Hong Kong's regulatory framework, including the Companies Ordinance, transfer pricing rules, and tax regulations. It typically includes detailed provisions on loan terms, interest calculations, repayment schedules, security arrangements (if any), and events of default. The document is particularly important for maintaining proper corporate governance, ensuring tax compliance, and establishing clear financial obligations between related entities. It helps companies demonstrate that the loan is made on arm's length terms and maintains proper documentation for audit and regulatory purposes.

1. Parties: Identification of the lender and borrower companies, including their registration numbers and registered offices

2. Background: Context of the loan arrangement and relationship between the companies

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. The Loan: Key terms of the loan including amount, purpose, and availability

5. Interest: Interest rate, calculation method, and payment terms

6. Repayment: Terms and schedule for repayment of the principal amount

7. Payments: Payment mechanics, currency, and treatment of non-business days

8. Representations and Warranties: Standard corporate representations and warranties from the borrower

9. Information Undertakings: Borrower's obligations to provide financial and other information

10. General Undertakings: General covenants of the borrower during the loan term

11. Events of Default: Circumstances constituting default and consequences

12. Changes to Parties: Rules regarding assignment and transfer of rights/obligations

13. Notices: Communication methods and contact details for notices

14. General Provisions: Miscellaneous legal provisions including severability, amendments, and counterparts

15. Governing Law and Jurisdiction: Hong Kong law as governing law and jurisdiction for disputes