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Stock Borrowing Agreement
"I need a Stock Borrowing Agreement governed by Dutch law for a transaction between our pension fund and a major investment bank, with specific provisions for automated trading systems and third-party custodian arrangements."
1. Parties: Identification of the lender and borrower, including their legal status and registered addresses
2. Background: Context of the agreement and general purpose of the stock borrowing arrangement
3. Definitions: Definitions of key terms used throughout the agreement
4. Loans of Securities: Core provisions regarding the borrowing of securities, including initiation process and conditions precedent
5. Delivery and Return: Terms governing the delivery of borrowed securities and their eventual return
6. Collateral Requirements: Provisions regarding the posting, maintenance, and return of collateral
7. Corporate Actions: Treatment of dividends, rights issues, and other corporate actions affecting borrowed securities
8. Fees and Charges: Borrowing fees, charges, and payment terms
9. Representations and Warranties: Standard representations and warranties from both parties
10. Events of Default: Definition of events of default and their consequences
11. Termination: Provisions for termination of individual loans and the agreement
12. Set-off Rights: Rights of set-off between the parties
13. Notices: Requirements for formal communications between parties
14. Governing Law and Jurisdiction: Choice of Dutch law and jurisdiction provisions
1. Tax Provisions: Detailed tax provisions, required when parties are in different jurisdictions or specific tax treatments are needed
2. Margin Maintenance: Specific provisions for maintaining margin requirements, needed for more complex arrangements
3. Agency Provisions: Required when either party is acting as agent rather than principal
4. Electronic Trading: Provisions for electronic trading platforms if used
5. Custody Arrangements: Required when involving third-party custodians
6. Market Disruption: Provisions dealing with market disruption events, recommended for longer-term arrangements
7. Force Majeure: Detailed force majeure provisions, recommended for cross-border arrangements
1. Schedule 1 - Form of Loan Confirmation: Standard form for confirming individual loan transactions
2. Schedule 2 - Eligible Securities: List of securities eligible for borrowing under the agreement
3. Schedule 3 - Eligible Collateral: Types of acceptable collateral and relevant haircuts
4. Schedule 4 - Fee Schedule: Detailed fee structure and calculation methods
5. Schedule 5 - Contact Details: Contact information for notices and operational matters
6. Schedule 6 - Systems and Operations: Operational procedures and systems requirements
7. Appendix A - Standard Settlement Instructions: Settlement and payment instructions for both parties
8. Appendix B - Tax Documentation: Required tax forms and documentation
Authors
Affiliate
Agency Loan
Applicable Law
Appointed Time
Appropriate Collateral
Approved Bank
Base Currency
Business Day
Cash Collateral
Close of Business
Collateral
Collateral Value
Confirmation
Corporate Action
Default Market Value
Default Notice
Defaulting Party
Delivery
Dividend
Eligible Collateral
Equivalent Collateral
Equivalent Securities
Event of Default
Financial Instruments
Income
Income Payment Date
Income Record Date
Lending Fee
Loan
Loaned Securities
Margin
Margin Call
Margin Percentage
Market Value
Non-Defaulting Party
Notice of Exclusive Control
Notification Time
Parties
Posted Collateral
Principal
Purchase Date
Receiving Agent
Reference Price
Relevant Payment Date
Return Date
Securities
Settlement Date
Settlement System
Standard Settlement Time
Tax
Term
Termination Date
Trade Date
Transfer
Valuation Date
Valuation Percentage
Voting Rights
Loans of Securities
Delivery
Title Transfer
Collateral Requirements
Margin Maintenance
Redelivery of Securities
Set-off Rights
Corporate Actions
Voting Rights
Income Payments
Tax Provisions
Fees and Charges
Representations and Warranties
Undertakings
Events of Default
Consequences of Default
Termination
Close-out
Indemnification
Assignment and Transfer
Confidentiality
Force Majeure
Notices
Agency Provisions
Electronic Trading
Settlement Systems
Further Assurance
Severability
Amendments
Waiver
Counterparts
Third Party Rights
Governing Law
Jurisdiction
Financial Services
Banking
Investment Management
Securities Trading
Asset Management
Insurance
Pension Fund Management
Capital Markets
Financial Technology
Legal
Compliance
Risk Management
Securities Lending
Trading
Operations
Portfolio Management
Collateral Management
Settlement
Treasury
Investment
Finance
Legal Counsel
Securities Lending Manager
Compliance Officer
Risk Manager
Trading Manager
Operations Manager
Portfolio Manager
Collateral Manager
Settlement Officer
Chief Operating Officer
Head of Securities Finance
Treasury Manager
Legal Director
Head of Trading
Investment Director
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