Loan Transfer Agreement Template for Singapore

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Key Requirements PROMPT example:

Loan Transfer Agreement

"I need a Loan Transfer Agreement under Singapore law to transfer a secured corporate loan worth SGD 5 million from ABC Bank to XYZ Investment Fund, with completion planned for March 15, 2025, including provisions for the transfer of associated security over commercial property."

Document background
A Loan Transfer Agreement is essential when parties wish to transfer existing loan arrangements in Singapore's jurisdiction. This document is commonly used in debt restructuring, portfolio sales, or strategic realignment of loan assets. The agreement must comply with Singapore's regulatory framework and typically includes detailed provisions about the original loan, transfer price, completion mechanics, and ongoing obligations. It ensures a clean transfer of rights while protecting all parties' interests and maintaining compliance with Singapore's banking and financial services regulations.
Suggested Sections

1. Parties: Identification of transferor, transferee, and original borrower

2. Background: Details of original loan and reason for transfer

3. Definitions: Key terms used throughout the agreement including defined terms from original loan agreement

4. Transfer Provisions: Core terms of the transfer including rights, obligations, and effective date

5. Consideration: Amount paid for the transfer and payment mechanics

6. Completion: Transfer completion mechanics, timing, and conditions precedent

7. Representations and Warranties: Standard assurances from both parties regarding authority, ownership, and loan status

8. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction for disputes

Optional Sections

1. Security Transfer: Provisions for transfer of security interests, including perfection requirements and timing

2. Regulatory Compliance: Specific provisions addressing compliance with Banking Act, MAS regulations, and other applicable regulatory requirements

3. Tax Provisions: Provisions addressing stamp duty, withholding tax, and other tax implications of the transfer

4. Data Protection: Provisions addressing handling of personal data under PDPA requirements

5. Further Assurance: Obligations to execute additional documents and take further steps to perfect the transfer

Suggested Schedules

1. Original Loan Agreement: Copy of the loan agreement being transferred

2. Transfer Details: Specific details of outstanding loan amount, interest, and other key terms being transferred

3. Security Documents: List and copies of all security documents relating to the loan

4. Form of Notice: Template for notifying borrower and other relevant parties of the transfer

5. Completion Requirements: Checklist of documents and actions required for completion

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

Clauses
Industries

Civil Law Act (Cap. 43): Primary legislation governing civil law matters in Singapore, including fundamental principles of contract law and civil obligations

Contracts Act (Cap. 53): Key legislation governing the formation and enforcement of contracts in Singapore, including provisions for contractual assignments

Banking Act (Cap. 19): Regulates banking institutions and their operations in Singapore, relevant if the loan transfer involves licensed banks

Moneylenders Act (Cap. 188): Regulates moneylending activities in Singapore, applicable if the original loan was from a licensed moneylender

Law of Property Act: Governs property rights and transfers, including provisions relevant to the assignment of rights and interests in property

Common Law Assignment Principles: Legal principles governing the assignment of rights and novation under common law, as applied in Singapore courts

MAS Regulations: Regulatory framework established by the Monetary Authority of Singapore governing financial transactions and institutions

Securities and Futures Act: Regulates capital markets products and securities trading, applicable if the loan is considered a capital markets product

MAS Notice 643: Specific regulations governing transactions with related parties in financial institutions

Personal Data Protection Act 2012: Governs the collection, use, and disclosure of personal data in Singapore, relevant for handling borrower information

AML/CFT Regulations: Anti-Money Laundering and Countering the Financing of Terrorism regulations for ensuring legitimate financial transactions

Stamp Duties Act (Cap. 312): Governs the stamping requirements and duties payable on legal documents in Singapore

Companies Act Registration Requirements: Requirements for registration of charges and corporate documentation under the Companies Act

Security Perfection Requirements: Legal requirements for perfecting security interests in loan transactions where applicable

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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