The Account Pledge Agreement is a key security document used in Hong Kong financing transactions where lenders require security over cash deposits and bank accounts. It is commonly used in project finance, corporate lending, and structured finance transactions. The document establishes the security interest, governs the operation of the pledged accounts, and provides enforcement mechanisms under Hong Kong law. The agreement typically forms part of a broader security package and needs to comply with Hong Kong's regulatory requirements, including registration obligations under the Companies Ordinance where applicable. The agreement is particularly important in transactions where cash flow control and account monitoring are crucial to the security structure.
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1. Parties: Identifies the pledgor, pledgee (security taker), and any other relevant parties such as the account bank
2. Background: Describes the context of the pledge, including reference to any underlying facility or main agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Creation of Security: Core provision establishing the pledge over the account(s)
5. Secured Obligations: Defines the obligations secured by the pledge
6. Perfection and Further Assurance: Requirements for perfecting the security and obligations to execute further documents
7. Representations and Warranties: Standard and security-specific representations regarding the account and authority to pledge
8. Covenants: Ongoing obligations regarding the pledged account, including operational requirements
9. Account Operation: Rules for operating the pledged account, including withdrawal rights and restrictions
10. Enforcement: Rights and procedures for enforcing the security upon default
11. Power of Attorney: Appointment of the pledgee as attorney for enforcement purposes
12. Payments and Receipts: Treatment of payments received and application of proceeds
13. Miscellaneous: Standard boilerplate provisions including notices, amendments, and assignments
14. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes
1. Account Bank Provisions: Required when the account bank is a party to the agreement, including acknowledgment of the security and operational arrangements
2. Currency Provisions: Required for multi-currency accounts, addressing currency conversion and exchange rates
3. Set-off Rights: Optional provisions regarding set-off rights between parties
4. Tax Provisions: Detailed tax provisions required if significant tax implications exist
5. Group Account Provisions: Required when multiple related company accounts are being pledged
6. Security Agent Provisions: Required in syndicated facilities where a security agent holds the security
1. Pledged Accounts: Details of all accounts subject to the pledge, including account numbers and branches
2. Form of Notice to Account Bank: Standard form notice to be sent to the account bank regarding the creation of security
3. Form of Acknowledgment: Form of acknowledgment to be signed by the account bank
4. Permitted Withdrawals: If applicable, schedule detailing permitted withdrawal rights and procedures
5. Security Registration Forms: Forms required for registering the security with relevant authorities
6. Operating Procedures: Detailed procedures for operation of the account during the security period
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