Share Loan Agreement for Ireland

Share Loan Agreement Template for Ireland

A comprehensive legal agreement governed by Irish law that establishes the terms and conditions for lending against shares as collateral. The document outlines the loan amount, interest rates, security arrangements, and mechanisms for share transfer and voting rights during the loan period. It includes provisions for default scenarios, regulatory compliance requirements under Irish financial services law, and specific protections for both lender and borrower. The agreement ensures compliance with Irish Companies Act 2014 and relevant financial regulations while providing a clear framework for share-based lending transactions.

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What is a Share Loan Agreement?

The Share Loan Agreement is a specialized financial instrument used in the Irish market when parties wish to establish a lending arrangement using shares as security. This document is typically employed when shareholders need to raise capital against their shareholding or when financial institutions provide lending facilities secured by corporate shares. The agreement must comply with Irish law, particularly the Companies Act 2014 and financial services regulations, and includes detailed provisions for the loan terms, security arrangements, voting rights, and dividend treatments. Share Loan Agreements are particularly relevant in corporate finance transactions, restructuring scenarios, or investment arrangements where share-backed financing is required. The document addresses key regulatory requirements, including those set by the Central Bank of Ireland, and incorporates necessary provisions for security registration and enforcement under Irish law.

What sections should be included in a Share Loan Agreement?

1. Parties: Identification of the lender(s) and borrower(s), including registration details and addresses

2. Background: Context of the transaction, including description of the shares being loaned and purpose of the loan

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

4. The Loan: Core terms of the loan including amount, purpose, and drawdown conditions

5. Interest and Fees: Interest rate, calculation method, payment dates, and any applicable fees

6. Security: Details of the share security arrangement, including pledge or charge over the shares

7. Representations and Warranties: Statements of fact and assurances given by the borrower

8. Covenants: Positive and negative obligations of the borrower during the loan term

9. Events of Default: Circumstances constituting default and consequences thereof

10. Rights and Obligations During the Loan Period: Handling of dividends, voting rights, and corporate actions

11. Repayment and Prepayment: Terms for loan repayment and any early repayment provisions

12. Costs and Expenses: Allocation of transaction costs and ongoing expenses

13. Notices: Process and requirements for formal communications between parties

14. Assignment and Transfer: Rules regarding transfer of rights under the agreement

15. Governing Law and Jurisdiction: Specification of Irish law as governing law and jurisdiction for disputes

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

1. Syndication Provisions: Required if multiple lenders are involved or if syndication is contemplated

2. Security Trustee Provisions: Needed when a security trustee holds the security on behalf of multiple lenders

3. Voting Rights Agreement: Optional section detailing how voting rights are exercised during the loan period

4. Tax Gross-Up and Indemnities: Detailed tax provisions if cross-border elements or specific tax considerations apply

5. Currency Provisions: Required if loan or shares involve multiple currencies

6. Increased Costs and Market Disruption: Provisions dealing with changes in market conditions or regulatory requirements

7. Anti-Money Laundering Provisions: Detailed AML requirements if not covered in standard representations

8. Data Protection: Detailed privacy provisions if personal data processing is significant

What schedules should be included in a Share Loan Agreement?

1. Form of Transfer Certificate: Standard form for transferring rights under the agreement

2. Share Details: Detailed description of the shares including class, number, and issuing company details

3. Conditions Precedent: List of documents and conditions required before loan effectiveness

4. Form of Drawdown Notice: Template for requesting loan disbursement

5. Security Documents: Forms of share charge or pledge agreements

6. Calculation of Interest: Detailed methodology for interest calculations

7. Contact Details: Detailed contact information for all parties and authorized representatives

8. Form of Compliance Certificate: Template for periodic compliance reporting

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

Ireland

Publisher

Genie AI

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Banking

Investment Management

Corporate Finance

Private Equity

Securities Trading

Asset Management

Wealth Management

Professional Services

Legal Services

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Finance

Securities Operations

Investment Management

Company Secretarial

Credit Risk

Relevant Roles

Chief Financial Officer

Legal Counsel

Finance Director

Corporate Lawyer

Investment Manager

Compliance Officer

Risk Manager

Company Secretary

Treasury Manager

Transaction Manager

Securities Operations Manager

Portfolio Manager

Corporate Finance Manager

Financial Controller

Managing Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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