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Securities Account Control Agreement Template for England and Wales

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Key Requirements PROMPT example:

Securities Account Control Agreement

"I need a Securities Account Control Agreement under English law for a portfolio of UK equities held by ABC Bank as intermediary, where XYZ Investment Fund is granting security over the account to secure a £50 million loan facility starting March 2025."

Document background
A Securities Account Control Agreement is essential in secured financing transactions where securities accounts serve as collateral. Under English and Welsh law, this agreement provides the legal framework for perfecting security interests in financial assets and establishes the mechanisms for control over the account. It is commonly used in lending arrangements, structured finance transactions, and other financial dealings where securities serve as collateral. The agreement details the rights and obligations of all parties, including operational procedures, voting rights, and enforcement mechanisms.
Suggested Sections

1. Parties: Identifies the account holder, secured party, and securities intermediary

2. Background: Sets out the context of the agreement and underlying security arrangement

3. Definitions: Defines key terms used throughout the agreement including account, securities, control, and relevant regulations

4. Account Control: Core provisions regarding control over the securities account and the secured party's rights

5. Security Interest: Provisions regarding the creation and maintenance of the security interest over the account

6. Rights and Obligations of Securities Intermediary: Duties and responsibilities of the securities intermediary including compliance with instructions

7. Instructions and Notice: Procedures for giving instructions and notices regarding the account

8. Representations and Warranties: Standard representations and warranties from all parties

9. Term and Termination: Duration of agreement and termination provisions

Optional Sections

1. Intermediary's Fees: Optional section covering the intermediary's fees and payment terms when not covered in a separate agreement

2. Foreign Law Securities: Additional provisions for securities governed by foreign law when the portfolio includes non-UK securities

3. Multiple Secured Parties: Provisions governing the rights and priorities of multiple secured parties when applicable

Suggested Schedules

1. Account Details Schedule: Details and specifications of the securities account(s) subject to control

2. Form of Notice: Standard form templates for notices and instructions to be used by the parties

3. Authorized Persons: List of persons authorized to give instructions regarding the account

4. Fee Schedule: Schedule detailing the intermediary's fees and charges when applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




































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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Financial Services and Markets Act 2000 (FSMA): Primary legislation that regulates financial services and markets in the UK and sets out requirements for authorized persons and regulated activities

Companies Act 2006: Key legislation relevant for corporate entities' capacity to enter into agreements and requirements regarding company charges and security interests

Financial Collateral Arrangements (No.2) Regulations 2003: Implements EU Directive 2002/47/EC on financial collateral arrangements and governs creation and enforcement of security over financial instruments

FCA Handbook - CASS Rules: Regulatory framework containing Client Assets Sourcebook rules and requirements for handling and protecting client assets

UK EMIR (European Market Infrastructure Regulation): Post-Brexit implementation of EMIR, containing requirements for derivatives and clearing arrangements

Insolvency Act 1986: Legislation governing the impact of insolvency on security arrangements and priority of creditors

Banking Act 2009: Legislation establishing special resolution regime for financial institutions

Financial Markets and Insolvency (Settlement Finality) Regulations 1999: Regulations providing protection of settlement systems and collateral arrangements

Common Law Principles: Established legal principles regarding creation of security interests, perfection requirements, priority rules, and enforcement rights

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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