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Deed of Company Arrangement Template for United States

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Deed of Company Arrangement

"I need a Deed of Company Arrangement outlining a 12-month restructuring plan for debt repayment, with quarterly financial reviews, creditor approval thresholds, and compliance with corporate governance standards."

What is a Deed of Company Arrangement?

A Deed of Company Arrangement (DOCA) is a legal agreement between a struggling company and its creditors in Saudi Arabia, offering a path to avoid full bankruptcy. It works like a rescue plan, letting the business keep operating while it gets back on track financially. Under Saudi bankruptcy law, this arrangement helps companies protect their assets and employees while working out payment terms with those they owe money to.

The DOCA typically sets out specific timelines, payment schedules, and business restructuring steps that everyone agrees to follow. It gives Saudi companies more flexibility than traditional bankruptcy options, especially since the Kingdom's 2018 bankruptcy reforms. When successful, it helps preserve jobs, maintain business relationships, and keep valuable companies running instead of shutting down completely.

When should you use a Deed of Company Arrangement?

Consider a Deed of Company Arrangement when your business faces serious financial challenges but still has potential for recovery. This option becomes crucial when you can't meet current debt obligations but have a viable plan to turn things around. In Saudi Arabia, it's particularly valuable for companies with temporary cash flow problems, seasonal downturns, or project delays affecting payment schedules.

The best time to pursue this arrangement is before defaulting on major payments, while you still have creditor goodwill and operational value to preserve. It works especially well for businesses with strong underlying assets, established market presence, or significant employee base - situations where liquidation would destroy more value than restructuring. Acting early gives you more negotiating power with creditors and better chances of approval under Saudi bankruptcy regulations.

What are the different types of Deed of Company Arrangement?

  • Standard Restructuring DOCA: Focuses on debt rescheduling and payment plans, commonly used by Saudi retail and manufacturing companies facing temporary financial strain
  • Asset Protection DOCA: Designed to preserve core business assets while restructuring operations, popular among property development and construction firms
  • Operational Continuation DOCA: Emphasizes maintaining business operations during debt resolution, typically used by service-based companies
  • Creditor-Specific DOCA: Tailored for businesses with complex creditor hierarchies, common in trading and import/export companies
  • Time-Limited DOCA: Sets strict completion deadlines for debt resolution, often used by project-based businesses

Who should typically use a Deed of Company Arrangement?

  • Company Directors: Initiate and oversee the Deed of Company Arrangement process, taking primary responsibility for proposing restructuring terms
  • Insolvency Practitioners: Appointed administrators who assess viability and manage the DOCA implementation under Saudi bankruptcy laws
  • Creditors: Review and vote on the arrangement terms, including banks, suppliers, and other business partners owed money
  • Legal Advisors: Draft and review the DOCA terms, ensuring compliance with Saudi commercial regulations
  • Company Shareholders: Must approve major restructuring decisions and may face ownership dilution under the arrangement

How do you write a Deed of Company Arrangement?

  • Financial Assessment: Compile detailed company financials, including current assets, liabilities, cash flow projections, and debt schedules
  • Creditor Information: List all creditors, amounts owed, payment histories, and security arrangements
  • Business Plan: Develop a realistic turnaround strategy showing how the company will meet DOCA obligations
  • Legal Requirements: Check Saudi bankruptcy law compliance and gather necessary corporate documents
  • Stakeholder Details: Document all affected parties, including employees, suppliers, and key contracts
  • Timeline Planning: Create clear milestones for debt repayment and business restructuring goals

What should be included in a Deed of Company Arrangement?

  • Company Details: Full legal name, registration number, and registered address under Saudi commercial registry
  • Creditor Information: Complete list of creditors, claim amounts, and payment priorities as per Saudi bankruptcy law
  • Arrangement Terms: Detailed restructuring plan, payment schedules, and business continuation parameters
  • Administrator Powers: Scope of authority, duties, and decision-making capabilities during the arrangement
  • Moratorium Provisions: Terms protecting the company from creditor actions during restructuring
  • Termination Clauses: Conditions for ending the arrangement, including default scenarios and completion criteria
  • Signature Block: Authorized signatures from company directors, administrator, and creditor representatives

What's the difference between a Deed of Company Arrangement and an Intercompany Agreement?

A Deed of Company Arrangement differs significantly from an Intercompany Agreement, though both deal with business restructuring. While a DOCA is specifically designed for companies in financial distress and involves creditors, an Intercompany Agreement manages ongoing relationships between related companies during normal operations.

  • Legal Purpose: DOCAs are rescue instruments under Saudi bankruptcy law, while Intercompany Agreements regulate routine business operations between affiliated entities
  • Timing and Duration: DOCAs are temporary crisis management tools, whereas Intercompany Agreements are long-term operational frameworks
  • Parties Involved: DOCAs include external creditors and administrators, while Intercompany Agreements typically only involve related corporate entities
  • Flexibility: DOCAs require creditor approval for modifications, but Intercompany Agreements can be adjusted through mutual consent of the related companies

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