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Subordinated Loan Agreement Template for Pakistan

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Key Requirements PROMPT example:

Subordinated Loan Agreement

"I need a Subordinated Loan Agreement for a PKR 500 million facility between ABC Bank Limited as lender and XYZ Bank Limited as borrower, compliant with State Bank of Pakistan's Basel III requirements for Additional Tier 1 Capital, with a maturity date in March 2025."

Document background
The Subordinated Loan Agreement is a specialized financing document used when a lender provides debt that is contractually subordinated to other senior obligations of the borrower. This document is particularly relevant in the Pakistani banking and financial services sector, where it must comply with State Bank of Pakistan regulations and the Banking Companies Ordinance 1962. It's commonly used for regulatory capital purposes by banks, or in corporate financing structures where existing senior lenders require new debt to be subordinated. The agreement includes detailed provisions on subordination mechanics, regulatory compliance, interest calculations, repayment restrictions, and enforcement limitations. Given the complex regulatory environment in Pakistan, special attention is paid to ensuring compliance with local banking regulations, capital adequacy requirements, and corporate law provisions.
Suggested Sections

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

2. Background: Context of the subordinated loan, relationship between parties, and purpose of the facility

3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including specific banking and subordination-related terms

4. The Facility: Details of the loan amount, purpose, and drawdown mechanics

5. Subordination: Terms of subordination, ranking of the debt, and treatment in relation to senior debt

6. Interest: Interest rate, calculation methods, payment dates, and default interest provisions

7. Repayment: Repayment schedule, early repayment provisions, and conditions for repayment

8. Representations and Warranties: Standard and specific representations by the borrower

9. Covenants: Financial and non-financial obligations of the borrower

10. Events of Default: Circumstances constituting default and consequences

11. Changes to Parties: Assignment and transfer provisions

12. Payments: Payment mechanics, currency, and tax provisions

13. Notices: Communication methods and contact details

14. Governing Law and Jurisdiction: Pakistani law as governing law and jurisdiction provisions

Optional Sections

1. Security: Include if any security is being provided, though unusual for subordinated loans

2. Regulatory Compliance: Include for regulated borrowers or lenders, addressing specific regulatory requirements

3. Intercreditor Provisions: Include when there are multiple creditors and formal intercreditor arrangements

4. Tax Gross-Up: Include detailed tax provisions if cross-border elements exist

5. Currency Protection: Include for loans denominated in foreign currency

6. Shareholder Approval: Include if required under Companies Act for specific corporate actions

Suggested Schedules

1. Conditions Precedent: List of documents and conditions required before drawdown

2. Form of Drawdown Request: Standard form for requesting loan disbursements

3. Repayment Schedule: Detailed amortization or repayment schedule

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

5. Interest Calculation: Detailed methodology for interest calculations

6. Form of Transfer Certificate: Template for transferring loan participations

7. Existing Indebtedness: List of borrower's existing debt obligations and their ranking

Authors

Alex Denne

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

Relevant legal definitions














































Clauses






































Relevant Industries

Banking

Financial Services

Insurance

Investment Management

Corporate Finance

Real Estate

Infrastructure

Manufacturing

Energy

Telecommunications

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Banking

Credit

Regulatory Affairs

Company Secretarial

Capital Markets

Relevant Roles

Chief Financial Officer

Finance Director

Treasury Manager

Legal Counsel

Corporate Lawyer

Compliance Officer

Risk Manager

Banking Relationship Manager

Credit Officer

Investment Manager

Corporate Secretary

Financial Controller

Regulatory Affairs Manager

Banking Operations Manager

Capital Markets Officer

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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