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Board Resolution Loan Agreement for the United Kingdom

Board Resolution Loan Agreement Template for England and Wales

A Board Resolution Loan Agreement is a formal legal document under English and Welsh law that combines a board resolution authorizing a loan with the loan agreement itself. It documents both the board's approval to enter into the loan arrangement and the terms and conditions of the loan. The document includes details of the loan amount, interest rates, repayment terms, and any security arrangements, while also recording the board's formal decision-making process in accordance with the Companies Act 2006.

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Board Resolution Loan Agreement

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What is a Board Resolution Loan Agreement?

A Board Resolution Loan Agreement is essential when a company needs to formally document both its board's approval and the terms of a loan transaction. This document is particularly important in England and Wales, where corporate governance requirements under the Companies Act 2006 necessitate formal board approval for significant financial commitments. The agreement typically includes the board resolution authorizing the loan, detailed loan terms, security arrangements if applicable, and various representations and warranties. It serves as both evidence of proper corporate authorization and a binding loan agreement, ensuring compliance with legal requirements while protecting both the borrower's and lender's interests.

What sections should be included in a Board Resolution Loan Agreement?

1. Parties: Identification of the company and lender(s)

2. Background: Context of the loan and board resolution

3. Definitions: Key terms used throughout the agreement

4. Board Resolution: Formal resolution approving the loan agreement

5. Loan Terms: Principal amount, interest rate, and repayment terms

6. Conditions Precedent: Conditions that must be satisfied before drawdown

7. Representations and Warranties: Company statements about its status and capacity

What sections are optional to include in a Board Resolution Loan Agreement?

1. Security Provisions: Details of any security/collateral - include when loan is secured

2. Guarantees: Details of any guarantees provided - include when third-party guarantees are required

3. Covenants: Specific promises about company conduct - include for complex or high-value loans

What schedules should be included in a Board Resolution Loan Agreement?

1. Board Minutes: Minutes of the board meeting approving the loan

2. Form of Drawdown Notice: Template for requesting loan disbursements

3. Security Documents: Details of security arrangements if applicable

4. Conditions Precedent Documents: List of required documents and conditions

Authors

Alex Denne

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

Jurisdiction

England and Wales

Publisher

Ƶ

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions































Clauses






























Industries

Companies Act 2006: Primary legislation governing company operations, including directors' duties (Sections 171-177), board meeting requirements, company decision-making powers, and recording of board resolutions

Consumer Credit Act 1974: Legislation covering consumer protection provisions, licensing requirements, and documentation requirements for consumer credit arrangements

Financial Services and Markets Act 2000: Key legislation establishing regulatory framework for financial services, including authorization requirements and consumer protection measures

Law of Property Act 1925: Legislation governing requirements for security interests and property-related provisions in secured lending

FCA Regulations: Financial Conduct Authority regulations covering regulated activities, conduct of business rules, and fair treatment of customers

PRA Requirements: Prudential Regulation Authority requirements applicable to regulated financial institutions

Contract Law Principles: Fundamental principles including offer and acceptance, consideration, intention to create legal relations, and terms and conditions

Corporate Law Requirements: Requirements relating to Company's Articles of Association, constitutional documents, and board's authority to enter into loan agreements

Anti-Money Laundering Regulations: Regulations covering Know Your Customer (KYC) requirements and due diligence obligations for financial transactions

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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