Loan Restructuring Agreement for Hong Kong

Loan Restructuring Agreement Template for Hong Kong

A comprehensive legal document governed by Hong Kong law that modifies the terms of an existing loan agreement between a lender and borrower. The agreement addresses key aspects such as revised repayment schedules, interest rates, security arrangements, and ongoing obligations while ensuring compliance with Hong Kong banking regulations and financial laws. It includes provisions for debt restructuring, security continuation or modification, conditions precedent, and events of default, providing a framework for the revised lending relationship.

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What is a Loan Restructuring Agreement?

The Loan Restructuring Agreement is a critical document used when existing loan arrangements need to be modified due to various circumstances such as financial distress, changed market conditions, or strategic reorganization. Under Hong Kong law, this agreement provides a legally binding framework for revising loan terms while maintaining necessary security interests and regulatory compliance. It typically becomes necessary when a borrower requires modified payment terms, interest rates, or other facility conditions. The document encompasses all aspects of the restructuring, including acknowledgment of existing debt, revised terms, security arrangements, and compliance requirements. It's particularly important in Hong Kong's dynamic financial market where complex lending relationships often require flexibility and formal restructuring mechanisms.

What sections should be included in a Loan Restructuring Agreement?

1. Parties: Identification of the lender, borrower, and any guarantors or security providers

2. Background: Recitals describing the existing facility, reason for restructuring, and summary of what is being agreed

3. Definitions: Definitions of key terms used throughout the agreement, including existing facility documents and new terms

4. Acknowledgment of Existing Debt: Confirmation of the outstanding amount under the existing facility and any defaults

5. Restructuring Terms: Details of how the existing facility is being modified, including new repayment schedule, interest rates, and other key terms

6. Conditions Precedent: Conditions that must be satisfied before the restructuring becomes effective

7. Representations and Warranties: Updated representations and warranties from the borrower and any guarantors

8. Continuing Security: Confirmation that existing security continues and any modifications to security arrangements

9. Payment Terms: Detailed payment obligations, including amounts, dates, and payment mechanics

10. Covenants: Ongoing obligations of the borrower, including financial covenants and reporting requirements

11. Events of Default: Circumstances that constitute default under the restructured facility and consequences

12. Miscellaneous: Standard boilerplate provisions including notices, amendments, governing law, etc.

What sections are optional to include in a Loan Restructuring Agreement?

1. New Security Arrangements: Required if additional security is being provided as part of the restructuring

2. Release Provisions: Needed if any existing guarantors or security providers are being released

3. Debt Write-Off: Include if part of the existing debt is being written off as part of the restructuring

4. Interest Capitalization: Required if unpaid interest is being capitalized into the principal amount

5. Step-In Rights: Include for complex restructurings where lender may need to take control of assets or operations

6. Intercreditor Provisions: Required if multiple lenders are involved in the restructuring

7. Tax Provisions: Include detailed tax provisions if the restructuring has significant tax implications

8. Corporate Restructuring: Required if the restructuring involves corporate reorganization of the borrower

What schedules should be included in a Loan Restructuring Agreement?

1. Schedule 1 - Existing Facility Documents: List and details of all existing facility documents being restructured

2. Schedule 2 - New Repayment Schedule: Detailed schedule of revised payment dates and amounts

3. Schedule 3 - Security Documents: List and details of all continuing and new security documents

4. Schedule 4 - Conditions Precedent Documents: List of all documents required before restructuring becomes effective

5. Schedule 5 - Financial Covenants: Detailed calculations and thresholds for financial covenants

6. Appendix A - Form of Compliance Certificate: Template for periodic compliance reporting

7. Appendix B - Forms of Notices: Standard forms for various notices under the agreement

8. Appendix C - Payment Mechanics: Detailed procedures for making payments under the restructured facility

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Sales Contract

Sector

Sales

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Banking & Financial Services

Real Estate & Property

Manufacturing

Retail

Construction

Hospitality & Tourism

Technology

Energy & Resources

Infrastructure

Healthcare

Transportation & Logistics

Agriculture

Professional Services

Relevant Teams

Legal

Finance

Treasury

Credit Risk

Compliance

Corporate Banking

Loan Operations

Security & Collateral

Restructuring

Portfolio Management

Corporate Secretariat

Risk Management

Special Situations

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Corporate Banker

Relationship Manager

Credit Risk Manager

Legal Counsel

Compliance Officer

Restructuring Specialist

Investment Manager

Corporate Secretary

Financial Controller

Risk Officer

Debt Restructuring Advisor

Banking Operations Manager

Security Trustee Officer

Portfolio Manager

Credit Analysis Manager

Industries
Hong Kong Contracts Ordinance (Cap. 23): Fundamental legislation governing contract formation, validity, and enforcement in Hong Kong, which is crucial for ensuring the restructuring agreement is legally binding
Banking Ordinance (Cap. 155): Regulates banking business and lending practices in Hong Kong, including requirements for authorized institutions in lending and restructuring arrangements
Companies Ordinance (Cap. 622): Relevant for corporate borrowers, particularly regarding registration of charges and corporate approval requirements for loan restructuring
Money Lenders Ordinance (Cap. 163): Regulates money lending transactions and provides requirements for loan documentation, particularly relevant if any party is a licensed money lender
Stamp Duty Ordinance (Cap. 117): Determines stamp duty implications for modified loan agreements and related security documents
Conveyancing and Property Ordinance (Cap. 219): Relevant when the loan involves real property security or mortgages that need to be restructured
Registration of Personal Property Ordinance (Cap. 28): Important for registering and maintaining security interests in personal property under the restructured loan
Bankruptcy Ordinance (Cap. 6): Provides framework for dealing with individual bankruptcy issues that might affect loan restructuring
Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32): Relevant for corporate insolvency provisions that might impact loan restructuring with corporate borrowers
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