The Shareholder Loan Note is commonly used in Hong Kong when a company requires additional funding and opts to obtain it from existing shareholders rather than external lenders. This approach often provides more flexible terms and faster execution compared to traditional bank financing. The document is particularly valuable for growing companies, restructuring situations, or when conventional financing is not readily available. It must comply with Hong Kong's Companies Ordinance, securities regulations, and tax laws, while potentially including provisions for security, subordination, or conversion rights. The note typically contains detailed terms regarding interest, repayment, events of default, and enforcement mechanisms, providing clarity and protection for both the lending shareholder and the borrowing company.
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1. Parties: Identification of the Lender (Shareholder) and Borrower (Company)
2. Background: Context of the loan, relationship between parties, and purpose of the funding
3. Definitions: Key terms used throughout the document including 'Loan Amount', 'Interest Rate', 'Repayment Date', etc.
4. Loan Amount and Drawdown: Specification of the principal amount and procedures for drawdown
5. Interest: Interest rate, calculation method, and payment terms
6. Repayment: Terms and schedule for repayment of principal and interest
7. Representations and Warranties: Standard company representations regarding capacity and authority
8. Events of Default: Circumstances constituting default and consequences
9. Notice Provisions: Methods and addresses for serving notices
10. Governing Law and Jurisdiction: Confirmation of Hong Kong law and jurisdiction
1. Security: Include when the loan is secured against company assets
2. Subordination: Include when the loan is subordinated to other company debt
3. Conversion Rights: Include if the loan note can be converted into shares
4. Tax Gross-Up: Include if tax implications need to be addressed explicitly
5. Assignment and Transfer: Include if the loan note may be transferred or assigned
6. Early Repayment: Include if early repayment options are allowed
7. Information Covenants: Include if regular financial information is to be provided to lender
1. Drawdown Notice: Form of notice for requesting loan disbursement
2. Repayment Schedule: Detailed schedule of repayment dates and amounts if installment-based
3. Security Details: Description of any assets provided as security
4. Conversion Terms: Detailed terms and calculations for conversion rights if applicable
5. Form of Note Certificate: Template for the physical loan note certificate if required
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