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Stock Loan Agreement for the United States

Stock Loan Agreement Template for United States

A Stock Loan Agreement is a legally binding contract governed by U.S. federal securities laws and regulations, particularly the Securities Exchange Act of 1934 and associated SEC regulations. This agreement establishes the terms and conditions under which one party (the lender) temporarily transfers securities to another party (the borrower) in exchange for collateral. The agreement covers crucial aspects including delivery mechanisms, collateral requirements, rights and obligations, fee structures, and termination provisions, while ensuring compliance with U.S. regulatory requirements.

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Stock Loan Agreement

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What is a Stock Loan Agreement?

The Stock Loan Agreement serves as the primary documentation for securities lending transactions in the United States. This agreement is essential when institutions need to facilitate short selling, cover failed trades, or support other market-making activities. It incorporates specific provisions required by U.S. securities laws, including SEC regulations and Federal Reserve requirements. The agreement details collateral requirements, payment terms, rights and obligations of parties, and includes provisions for corporate actions and dividend treatments. It's particularly important for ensuring regulatory compliance while managing risk in securities lending operations.

What sections should be included in a Stock Loan Agreement?

1. Parties: Identification of lender and borrower, including legal status and addresses

2. Background: Context of the agreement and parties' intentions

3. Definitions: Key terms used throughout the agreement including securities, collateral, and market terms

4. Loan of Securities: Core terms of the securities lending arrangement including loan mechanics and conditions

5. Delivery of Securities: Procedures for transferring securities between parties

6. Collateral Requirements: Details of required collateral, maintenance margins, and valuation procedures

7. Rights and Obligations: Parties' respective duties, entitlements, and responsibilities during the loan period

8. Term and Termination: Duration of the agreement and circumstances for termination

9. Events of Default: Circumstances constituting default and consequences thereof

What sections are optional to include in a Stock Loan Agreement?

1. Voting Rights: Provisions regarding voting rights during loan period for equity securities

2. Tax Provisions: Specific tax treatment, obligations, and indemnities related to securities lending

3. Agency Provisions: Terms governing agency relationships and obligations when parties act as agents

4. Foreign Securities Provisions: Additional terms applicable to cross-border securities lending

What schedules should be included in a Stock Loan Agreement?

1. Schedule of Securities: Detailed list of securities eligible for lending under the agreement

2. Form of Borrowing Request: Standard form template for requesting securities loans

3. Eligible Collateral Schedule: Comprehensive list of acceptable forms of collateral and haircuts

4. Fee Schedule: Details of lending fees, charges, and payment calculations

5. Operating Procedures: Detailed procedures for execution of loan transactions and settlements

6. Notice Details: Contact information and formal communication procedures for both parties

Authors

Alex Denne

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

Jurisdiction

United States

Publisher

Genie AI

Document Type

Financing Agreement

Cost

Free to use
Clauses


































Industries

Federal Securities Laws: Primary framework including Securities Exchange Act of 1934, Securities Act of 1933, Dodd-Frank Wall Street Reform and Consumer Protection Act, and Regulation T for margin requirements

Federal Reserve Regulations: Key regulations including Regulation T (credit by brokers and dealers), Regulation U (credit by banks for margin stock), and Regulation X (borrowers who obtain margin credit)

Tax Regulations: Internal Revenue Code Section 1058 governing tax treatment of securities lending and IRS guidelines on substitute dividend payments

Industry Standards: Master Securities Lending Agreement (MSLA) by SIFMA and Global Master Securities Lending Agreement (GMSLA)

Regulatory Oversight: SEC regulations on short selling, FINRA rules and regulations, and state securities laws (Blue Sky Laws)

Uniform Commercial Code: Article 8 (Investment Securities) and Article 9 (Secured Transactions) of the UCC governing securities transactions

Bankruptcy Code: Provisions related to securities lending and financial contracts, including safe harbor provisions

Anti-fraud Provisions: Rule 10b-5 under Securities Exchange Act and state fraud statutes protecting against fraudulent practices

Collateral Requirements: Rules governing margin and collateral requirements, including mark-to-market provisions

Consumer Protection Laws: State and federal consumer protection statutes that may apply to securities lending 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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