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| U.S. Bank: Key Sponsor of IFLR Events |
| As part of our strong relationship with the International Financial Law Review (IFLR), U.S. Bank Global Corporate Trust Services continues to participate and support events throughout 2014.
In January we sponsored the In-House Counsel Summit that took place at the Waldorf Hotel in London. Ed Leedham, Chief Counsel for Global Corporate Trust Services participated on a panel focused on a range of restructuring issues and a number of themes including recent English cases where courts have been asked to consider the degree to which the duties of a security trustee or security agent may be contractually limited in the relevant transaction documents.
“The common theme from these cases is that limitations on the agent and/or trustee’s duties agreed in the documents are pretty absolute,” said Leedham. “The court isn’t going to imply any duties that are not expressly set out in the documents agreed to by the parties. Hence, investors entering a deal must understand what the limitations of the trustee or agents’ duties are in representing their interests in a transaction.”
However, continued Leedham, “these cases also stand for the proposition that the core duty of loyalty that a trustee owes to it beneficiaries and an agent owes to its principals cannot be limited by contract. While the decisions implicitly suggest that it is acceptable for the trustee and/or agent function on such transactions to be performed by one of the lenders or a party connected to a lender as long as appropriate Chinese Walls are maintained and respected, the fact patterns demonstrate how difficult it can be for such interested parties to avoid conflicts of interest in the execution of their trustee and/or agency duties and can only lead one to the conclusion that the far better position is to appoint completely independent trustees and/or agents on such transactions.”
If you require a third party provider on a new transaction or in a successor capacity, please get in touch. We service the full range of debt capital market deals including MTNs, High Yield bonds, Structured Finance and loan transactions.
U.S. Bank Global Corporate Trust Services is also sponsoring the IFLR European Capital Markets Forum 2014 taking place at The Waldorf Hotel, on April 2nd. If you are working as a corporate in-house counsel, please contact us as we would be happy to invite you as our guest. Alternatively if you are attending please visit our booth as would be delighted to see you there!
Interested in learning more about U.S. Bank Global Corporate Trust Services? Visit us online at usbank.com/coporatetrust. |
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