Drafting transaction documents requires knowledge in many different areas of law. The course will, therefore, have a strong practical element but is also aimed at transporting significant theoretical knowledge. Basics of theory shall then be applied to practical issues. Topics are for example:

- general legal issues with respect to lending;

- introduction to supervisory law and banking law (including banks’ generalterms and conditions)

- overview on relevant insolvency law matters and selected issues of the law of security interests;

- corporate law, in particular capital maintenance rules; as well as

- questions re enforcement.

Presentation of theoretical basics and practical issues in an international finance transaction, by example of a (simplified) syndicated financing of across-border acquisition. Participants shall be provided with insights of the various transaction steps, ranging from the negotiation of a term sheet between the borrower and the arranging banks to the drawdown of the facility. These are:

- negotiation of the basic parameters of the transaction (term sheet);

- negotiation of the mandate letter;

- drafting and negotiation of the facility agreement;

- drafting and negotiation of the security agreements;

- preparation and fulfilment of the conditions precedent for the drawdown of the facility;

- drawdown of the facility; and

- with respect to each of these steps issues due to the foreign elements and the cross-border nature of the transaction.

Teaching theoretical and practical basics by way of lectures; moderated team work and discussions during the sessions; independent preparation of papers between the sessions by the participants and discussing these in the next session.

1. contributions during sessions,

2. presentation or delivery of a paper and

3. final exam, consisting of open questions and multiple choice questions.