Global Master Repurchase Agreement Template for England and Wales

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Key Requirements PROMPT example:

Global Master Repurchase Agreement

"Need to draft a Global Master Repurchase Agreement for a transaction between our bank and a hedge fund client, with specific provisions for agency transactions and daily margin maintenance, to be executed by March 2025."

Document background
The Global Master Repurchase Agreement (GMRA) is used when parties wish to enter into repurchase transactions involving securities. It provides a standardized framework under English and Welsh law for documenting these transactions, managing associated risks, and handling defaults. The agreement is particularly relevant for financial institutions seeking to manage liquidity, finance securities positions, or invest cash on a secured basis. It includes provisions for pricing, margin calls, income payments, and default scenarios, making it the industry standard document for repo transactions globally.
Suggested Sections

1. Parties: Identification of the contracting parties and their details

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Purchase and Repurchase: Core provisions governing the repo transactions

5. Margin Maintenance: Provisions for margin calls and transfers

6. Income Payments: Treatment of income on purchased securities

7. Payment and Transfer: Mechanics of payments and securities transfers

8. Events of Default: Default triggers and consequences

9. Tax Event: Provisions relating to tax implications and consequences

10. Notices and Other Communications: Methods and requirements for formal communications between parties

11. Governing Law and Jurisdiction: Choice of law and jurisdiction for dispute resolution

Optional Sections

1. Buy/Sell Back Transactions: Additional provisions specifically governing buy/sell back transactions when parties intend to enter into such arrangements

2. Agency Transactions: Additional provisions for when one party acts as agent for third parties in repo transactions

3. Net Paying Securities: Special provisions for securities subject to withholding tax

4. Forward Transactions: Additional provisions for forward-starting repo transactions

Suggested Schedules

1. Annex I - Supplemental Terms and Conditions: Contains additional terms and conditions specific to the parties' agreement

2. Annex II - Form of Confirmation: Standard template for transaction confirmations

3. Annex III - Buy/Sell Back Transactions: Supplemental terms for buy/sell back transactions

4. Annex IV - Agency Transactions: Supplemental terms for agency transactions

5. Annex V - Rate and Price Sources: Agreed sources for determining rates and prices

6. Annex VI - Forms of Notices: Standard templates for various notices under the agreement

7. Annex VII - Form of Power of Attorney: Standard form for powers of attorney if required

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

Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Industries

Financial Services and Markets Act 2000 (FSMA): Primary UK legislation governing financial services regulation and supervision, establishing regulatory framework for financial activities including repo transactions

Companies Act 2006: Core company law legislation affecting corporate entities' ability to enter into repo agreements and their governance requirements

Financial Collateral Arrangements (No.2) Regulations 2003: Specific regulations governing financial collateral arrangements, crucial for repo transactions and enforcement of security interests

The Financial Services and Markets Act 2000 (Regulated Activities) Order 2001: Defines which activities require FCA/PRA authorization, including certain aspects of repo transactions

Insolvency Act 1986: Key legislation governing insolvency proceedings and creditor rights, critical for default scenarios in repo agreements

Banking Act 2009: Legislation establishing the bank resolution regime, affecting repos with banking institutions

Investment Bank Special Administration Regulations 2011: Specific regulations for investment bank insolvency, relevant for repos with investment banks

UK Securities Financing Transactions Regulation (UK SFTR): Post-Brexit regulation governing securities financing transactions including reporting requirements for repos

UK Market Abuse Regulation (UK MAR): Regulation preventing market abuse and insider dealing, applicable to repo transactions

FCA/PRA Handbook Requirements: Regulatory requirements and guidance from UK financial regulators specific to repo transactions

Financial Markets and Insolvency (Settlement Finality) Regulations 1999: Regulations protecting settlement finality in payment and securities settlement systems

Money Laundering Regulations 2017: Anti-money laundering requirements applicable to financial institutions engaging in repo transactions

Proceeds of Crime Act 2002: Legislation dealing with money laundering and proceeds of crime, relevant for counterparty due diligence

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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