Upon the approval of the Final Review Document by the Credit Committee, the Operation Leader prepares the Board Package, for submission of the operation for approval by the Board of Directors. At the Board Meeting, the Vice President Banking and / or the Operation Leader makes a brief presentation of the proposal. The Board either approves or rejects the proposal.  Board approval is valid for a period of nine months, during which time the signing of the Operation must take place for the approval to be considered valid.

 

Following Board Approval, the Office of the General Counsel, in coordination with the Operation Leader works to finalize the legal documentation for the operation. If during the preparation of the legal documentation material changes arise to the terms, conditions and covenants presented for Final Review to the Credit Committee and subsequently to the Board of Directors, the Credit Committee and the Board of Directors must approve the changes and authorize final negotiation of the operation’s legal documentation.

 

Following finalization of the operation’s legal documentation, the Bank and the Client will proceed with the signing of the operation. The essential purpose of the operation’s legal documentation is to achieve the best legal protection of the Bank’s interests, and to represent accurately the legal structure of the operation as described in the Term Sheet. The legal documentation may include, without limitation, any of the following:

• Operation Agreement (e.g. loan agreement, equity agreement, guarantee facility agreement, fund agreement, etc.)
• Security Agreements
• Co-financing Agreement
• Agency Agreement
• Other contractual arrangements

 

The signing stage is considered completed once the Closing Memorandum is issued by the Office of the General Counsel.

 

For public sector operations effectiveness is declared when the conditions of effectiveness set out in the legal documentation have been fulfilled. No drawdown is made until the relevant legal documentation has been declared effective. The legal notice declaring the loan effective is prepared and issued by the assigned lawyer in consultation with the Operation Leader.

 

For private sector operations, the disbursement of the Bank’s funds takes place when  all provisions of the relevant legal documentation, including fulfillment to the Bank’s satisfaction (or waiver) of conditions precedent. Once the conditions precedent to disbursement are considered fulfilled by the Bank, drawdown of financing may take place.