External commercial borrowings

Assessment and deliverables

We review borrower and lender eligibility, purpose, currency, maturity, pricing and repayment terms against the applicable ECB framework. A shareholder loan is not automatically outside borrowing regulation.

Support can include a term-sheet issue list, bank submission pack and drawdown-to-repayment reporting register. Changes to loan terms are tracked so the compliance file reflects the agreement actually operated.

Prepare a terms comparison covering the proposed facility, existing borrowing arrangements and any unresolved commercial points. Identify whether amounts represent a facility limit, a planned drawdown or an outstanding balance. Keep draft terms distinct from the executed agreement so the review does not rely on a clause that changed during negotiations.

Prepare the evidence

• Borrower and lender ownership details
• Draft loan terms and intended use of proceeds
• Repayment, interest and security arrangements
• Existing borrowings and bank correspondence

Reconcile each drawdown, repayment and interest payment to bank evidence and the loan ledger. Retain amendments with the original agreement and explain differences between the contractual schedule and actual movements. A clear movement schedule helps the finance team identify missing information without confusing foreign-exchange accounting adjustments with new borrowing or repayment.

A practical example

A loan negotiated for capital expenditure may later be proposed for another use. Review that change before deploying funds rather than relying on the original purpose statement.

For a proposed change in use, identify the amount affected, whether it has already been drawn and the purpose recorded in the existing documents. Refer the change for assessment before revising the internal funds-allocation schedule. An updated budget alone does not establish that the revised use is consistent with the borrowing terms or applicable requirements.

Scope and fees

We do not arrange financing or guarantee a bank’s acceptance. Current eligibility, cost and maturity conditions are assessed at the assignment date; tax and security creation work are separately scoped.

The proposal identifies the transactions and periods covered, client approvals, query support and professional fees. Government charges and external certifications are separate unless expressly included.

The handover contains the reviewed terms, movement register, prepared reporting inputs and open bank questions. Assign responsibility for notifying the team about amendments, delayed payments or further drawdowns. Keep filing acknowledgements and bank responses with the relevant reporting period, and distinguish a submitted request from an accepted change to the arrangement.