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Documenting SLLs: a comparison of the LMA/LSTA approach to sustainability provisions
In this article the authors consider the more interesting provisions in the standard sustainability-linked loan riders recently published by the Loan Market Association (LMA) and the US’ Loan Syndications and Trading Association (LSTA) and compare and contrast the approach they have taken.
19 March 2024Central Bank Digital Currencies and competition laws: recognising the importance of competition laws in the CBDC ecosystem
When designing and issuing Central Bank Digital Currencies (CBDCs), central banks will need to assess whether they are subject to and compliant with competition laws. This will be most relevant to the extent that they are competing with other payment systems and if they appear to be acting beyond what is necessary to achieve their duties. Even where they are not subject to or infringing competition law, they will need to consider the impact of CBDCs on competition, whether as part of a statutory competition objective or to achieve other statutory objectives. If legislation were introduced to facilitate the creation of CBDCs, this could set out the applicability of competition law and a general competition objective in relation to the activities of the central bank.
19 March 2024The new FCA Consumer Duty: the interrelationship with the Senior Managers and Certification Regime
2023 sees the introduction of what the Financial Conduct Authority (FCA) hopes will be a significant increase in the standard of consumer customer care: the new Consumer Duty (the Duty) will apply to firms from 31 July 2023 in respect of new products and services and of existing products and services that remain on sale or open for renewal (it will be another year before the Duty will apply to closed products and services). This in turn brings changes to, and greater responsibilities under, the existing Senior Management and Certification Regime (SM&CR), which are considered in this article.
19 March 2024US distressed debt techniques and minority protection in English law
The “drop-down” and “up-tier” restructuring techniques have become more frequently used by businesses with New York governed credit documentation facing financial difficulties. These techniques have been contentious; many transactions have resulted in litigation in US courts by the minority lenders. This article considers, if such techniques were used in relation to English governed credit structures, how English law principles of minority protection could come into play.
19 March 2024Hedging and lending: a practical guide
In this article the authors provide an overview of the relevant legal and documentation issues arising from the hedging and lending relationship in commercial lending.
19 March 2024Interpreting ICC standardised rules in trade finance disputes: courts take an international perspective
Banking practice in areas of trade finance such as demand guarantees and letters of credit is standardised by a collection of contractual rules published by the International Chamber of Commerce (ICC). The application of domestic contractual interpretation principles may risk inconsistency in the way such rules are construed between jurisdictions. However, in relation to the most commonly used rules (the UCP 600, which apply to letters of credit), several courts (including the English courts) have tried to ensure that the rules are interpreted consistently with reference to their international consequences, as opposed to strictly in accordance with the governing law of the contract. Two decisions of the English High Court and the Qatari Appellate Court demonstrate a trend towards construing other sets of ICC standardised rules in the same way as the UCP 600.
19 March 2024The spectre of Spectrum: after Avanti and the sliding scale of floating to fixed charges
That case raises interesting practical questions on drafting within existing debentures and especially when considering the increasing prevalence of New York-law governed covenant packages in sponsor-friendly facility agreements and other debt documents. Those documents often include restrictions on the borrower’s ability to dispose of its assets. More importantly, they include exemptions to those restrictions where automatic release of the collateral is granted under the terms of the documents. How far can those exemptions go before a fixed charge is re-characterised? Avanti has clarified that horizon between fixed and floating charges, possibly moving where many commentators thought it had been. It renews the relevance of that horizon for charges in practice . The consequence is that some charges once thought floating are in fact fixed.
19 March 2024Are sole director companies all acting unlawfully?
The question of sole director companies has been thrown into some doubt by Idrees Hashmi v Paul Lorimer-Wing [2022] EWHC 191 (Ch), also known as Re Fore Fitness Investments Holdings Limited. If it is correctly decided, and sadly no appeal seems pending, then it could have very serious consequences for sole director companies – at least for anyone using the Model Articles set out in the Companies (Model Articles) Regulations 2008/3229 (Model Articles).
19 March 2024“There is nothing so stable as change”: is the Treasury’s proposed new special administration regime for stablecoin and other systemic DSA firms a change in the right direction?
In this article, the authors discuss HM Treasury’s proposal for the introduction of a special administration regime for systemic digital settlement asset (DSA) firms through the application of the existing Financial Market Infrastructure SAR and the Payment and E-Money SAR.
19 March 2024The point of DAOs; and of crypto lawyers
In this article, Charles Kerrigan explains the underlying reasons why projects are established as DAOs and the unusual set of capabilities needed by crypto lawyers.
19 March 2024
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