Intercompany Credit Agreement Template for India

A comprehensive legal agreement governed by Indian law that establishes and regulates credit arrangements between companies within the same corporate group. The document outlines the terms and conditions for extending credit, including loan amount, interest rates, repayment terms, and security arrangements if applicable. It ensures compliance with Indian corporate laws, particularly the Companies Act 2013, RBI regulations, and tax requirements while facilitating efficient capital allocation within the group structure. The agreement includes necessary provisions for regulatory compliance, corporate authorizations, and proper documentation of the lending relationship.

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What is a Intercompany Credit Agreement?

The Intercompany Credit Agreement is essential for corporate groups operating in India seeking to establish formal lending arrangements between affiliated companies. This document is particularly relevant when companies within the same group need to optimize cash management, provide internal financing for operations or projects, or establish structured lending arrangements compliant with Indian regulations. The agreement must comply with various Indian legal requirements, including the Companies Act 2013, RBI guidelines, and transfer pricing regulations. It typically includes detailed provisions on loan terms, interest rates, repayment schedules, security arrangements (if any), and necessary corporate authorizations. The document becomes crucial for maintaining proper documentation for regulatory compliance, tax purposes, and corporate governance requirements.

What sections should be included in a Intercompany Credit Agreement?

1. Parties: Identifies the lender and borrower companies, including their registration details and addresses

2. Background: Explains the relationship between the companies and the purpose of the loan

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

4. Facility Amount and Purpose: Specifies the credit amount, currency, and permitted uses of the loan

5. Interest Rate and Calculation: Details the applicable interest rate, calculation method, and payment periods

6. Drawdown: Specifies the process and conditions for requesting and receiving loan disbursements

7. Repayment Terms: Outlines the repayment schedule, prepayment provisions, and payment mechanics

8. Representations and Warranties: States the legal and factual assurances given by both parties

9. Covenants: Lists ongoing obligations of the borrower during the loan term

10. Events of Default: Defines circumstances that constitute default and corresponding remedies

11. Regulatory Compliance: Addresses compliance with Indian corporate and banking laws

12. Taxation: Covers tax-related provisions including TDS requirements

13. Notices: Specifies how formal communications between parties should be made

14. Governing Law and Jurisdiction: Establishes Indian law as governing law and specifies jurisdiction for disputes

15. Miscellaneous: Includes standard boilerplate provisions like amendments, waivers, and severability

What sections are optional to include in a Intercompany Credit Agreement?

1. Security: Include when the loan is secured by specific assets or collateral

2. Corporate Guarantee: Include when a parent company or group company provides a guarantee

3. Conditions Precedent: Include when specific conditions must be met before loan effectiveness

4. Transfer and Assignment: Include when parties want to allow or restrict loan transfer rights

5. Foreign Exchange Provisions: Include for loans involving cross-border elements or foreign currency

6. Information Covenants: Include when regular financial reporting requirements are needed

7. Subordination: Include when the loan needs to be subordinated to other debt

8. Group Company Provisions: Include specific provisions for loans within a larger corporate group

What schedules should be included in a Intercompany Credit Agreement?

1. Loan Details: Details of facility amount, interest rate, and repayment schedule

2. Form of Drawdown Notice: Standard format for requesting loan disbursements

3. Conditions Precedent Documents: List of required documents and conditions to be satisfied

4. Security Details: Description of any security or collateral (if applicable)

5. Form of Compliance Certificate: Template for periodic compliance certification

6. Related Party Approvals: Copies of board resolutions and regulatory approvals

7. Payment Details: Bank account and payment instruction details

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

Jurisdiction

India

Publisher

Genie AI

Cost

Free to use

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