THE
PRIME MINISTER OF GOVERNMENT
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SOCIALIST
REPUBLIC OF VIET NAM
Independence - Freedom - Happiness
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No:
233/1999/QD-TTg
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Hanoi,
December 20, 1999
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DECISION
PROMULGATING THE REGULATION ON THE GOVERNMENT’S
GUARANTY FOR FOREIGN LOANS OF ENTERPRISES AND CREDIT INSTITUTIONS
THE PRIME MINISTER
Pursuant to the Law on Organization of the
Government of September 30, 1992;
Pursuant to the Government’s Decree No.90/1998/ND-CP of November 7, 1998
promulgating the Regulation on management of foreign loans and repayment of
foreign debts;
At the proposals of the Minister of Finance and the Governor of the State Bank
of Vietnam,
DECIDES:
Article 1.- To
promulgate together with this Decision the Regulation on the Government’s
guaranty for foreign loans of enterprises and credit institutions.
Article 2.- This
Decision takes effect 15 days after its signing. All the previous stipulations
which are contrary to the Regulation promulgated together with this Decision
are now annulled.
Article 3.- The Minister
of Finance and the Governor of the State Bank of Vietnam shall have to assume
the prime responsibility and coordinate with the Minister-Director of the
Government Office, the Minister of Planning and Investment, the Minister of
Justice and the heads of the concerned agencies in implementing, and guiding
and inspecting the implementation of the Regulation on the Government’s
guaranty for foreign loans of enterprises and credit institutions promulgated together
with this Decision.
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FOR THE PRIME MINISTER
DEPUTY PRIME MINISTER
Nguyen Tan Dung
REGULATION
ON THE GOVERNMENT’S GUARANTY FOR FOREIGN LOANS OF
ENTERPRISES AND CREDIT INSTITUTIONS
(Promulgated together with the Prime Minister’s Decision No. 233/1999/QD-TTg of December
20, 1999)
Chapter I
GENERAL PROVISIONS
Article 1.- In this
Regulation, the following terms and expressions shall be understood as follows:
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Guaranteed is an enterprise or a credit
institution that borrows foreign loans (the borrower) and is guaranteed by the
Government. The guaranteed also implies the borrower’s lawful assignee(s), transferee(s) and/or
successor(s) accepted by the guarantor.
Guarantee is a party that has the ownership
right over part or the whole guaranteed loan amount. The guarantee is the
lender and the assignee(s), transferee(s) and/or lawful successor(s) of the
lender that are referred to as the lender in loan contracts.
Assignee of the guaranteed or the guarantee is a
party recognizing that the whole or part of rights and obligations of the
guaranteed or the guarantee (including the ownership right) are its own rights
and obligations in the assignment.
Transferee of the guaranteed or the guarantee is
a party recognizing that the whole or part of rights and obligations of the
guaranteed or the guarantee (excluding the ownership right) are its own rights
and obligations in the transfer.
Successor of the guaranteed or the guarantee is
a party receiving back part or the whole of assets together with obligations of
the guaranteed or the guarantee.
Repayment obligation covers repayable amounts,
including principal and interest according to loan contracts, interest for
delayed repayment, fees and charges, compensations for damage (if any)
according to provisions of specific loan contracts and in conformity with the
letter of guaranty.
Margin interest rate is a part constituting the
loan interest rate and the difference between the loan interest rate and the
floating interest rate on an international inter-bank market.
The Government’s guaranty for foreign loans of
enterprises or credit institutions (hereinafter referred to as the Government’s
guaranty) is the guarantor’s commitment toward the foreign lender(s)
to ensure the performance of repayment obligations already committed to in loan
contracts of the borrowers toward lender(s) when they become due. In cases
where the borrower fails to perform all the repayment obligations within the
time limit already committed to in the loan contracts, the guarantor shall
perform such repayment obligations on the borrower’s behalf according to provisions of the
letter of guaranty, and the borrower shall be obliged to return to the
guarantor the amounts paid by the latter on the former’s behalf together with the interest
thereon and all expenses actually arising in relation thereto.
Article 2.- The
Government’s
guaranty is the guaranty of the highest legality in Vietnam; a document on
commitment on the Government’s guaranty shall be materialized in form
of a letter of guaranty.
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Article 3.- The
Government’s
guaranty does not require the guaranteed being a State enterprise or a
State-run credit institution to mortgage its assets. Other cases shall be
proposed by the guaranty-providing agency to the Prime Minister for decision.
Article 4.- All other
matters related to the Government’s guaranty for foreign loans of
enterprises and credit institutions which are not mentioned in this Regulation
shall comply with provisions of the Government’s Decree No.90/1998/ND-CP of November 7,
1998 promulgating the Regulation on management of foreign loans and repayment
of foreign debts.
Chapter II
THE OBJECTS, SCOPE AND
CONDITIONS FOR CONSIDERATION OF THE PROVISION OF THE GOVERNMENT’S
GUARANTY
Article 5.- Objects to
be considered by the Government for the provision of guaranty for foreign loans
include:
1. State enterprises or State-run credit
institutions allowed by the Government to directly borrow foreign capital by
mode of self-borrowing and self-repaying in order to execute investment and
development projects, contribute capital to joint ventures with foreign parties
or expand credit activities.
2. Special objects other than those specified above,
which shall be decided by the Prime Minister according to the actual demands
and at the guaranty-providing agency’s proposals.
Article 6.- The
Government shall provide guaranty to enterprises to borrow foreign capital for
the execution of:
1. Investment projects of paramount importance
in the national economic development plan, mainly the investment projects on
infrastructure construction, with capital to be recovered.
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3. Projects using commercial loans accompanied
with non-refundable aid or foreign official development assistance (ODA) loans
to create financing capital sources in form of mixed credit.
Article 7.- Credit
institutions to be considered by the Government for the provision of its
guaranty are those which borrow foreign capital to implement credit investment
plans or supplement credit capital sources in all fields where capital can be
recovered.
Article 8.- The
guaranty-providing agency shall consider the provision of the Government’s
guaranty only to objects and projects specified in Articles 5, 6 and 7 of this
Regulation which fully meet the following conditions:
1. For enterprises: An enterprise’s
investment project must satisfy the following requirements:
a/ Being a feasible project, which has been
ratified or for which an investment decision has been issued by the competent
agency according to the current regulations, which clearly states the loan
borrowing and debt repaying plan, thus ensuring the repayment of due debts, and
is eligible for being considered by the Government for guaranty for foreign
loans for its execution.
b/ There must be the competent authority’s
written approval of results of the bidding for the project and draft commercial
contracts (consultancy contract, contract for supply of equipment, construction
contract...) according to the current regulations.
Commercial contracts, loan contract and other
instruments of the project must be compatible with each other in relevant
terms.
For credit institutions: Loans must be approved
by the Government for its guaranty according to the order prescribed at Point
(b), Clause 1, Article 14 of this Regulation.
2. The value of a principal loan eligible for
guaranty must not be lower than that of a sum of money equivalent to 10 million
USD, except for projects specified in Clause 3, Article 6 of this Regulation.
The lenders must be international financial organizations or credit
institutions, foreign governments or commercial banks, or giant foreign
economic organizations or groups.
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a/ It has a minimum loan term of 5 years or more
(excluding the grace period);
b/ The loan currency must be the
freely-convertible one(s);
c/ Loan interest rate, margin interest rate,
fees and charges must conform to the present conditions on the international
market and domestic market and the project’s particularities;
d/ Contents of the loan contract’s
clauses must comply with the Vietnamese law and international practices;
e/ It is accepted and proposed by the
guaranty-providing agency to the Prime Minister for approval.
4. There must be the lender’s
written request for the Vietnamese Government’s guaranty.
5. Enterprises and credit institutions applying
for guaranty are in normal production and/or business operation, and suffer
from neither prolonged loss nor bad debts.
6. The requested guaranty level must not exceed
the guaranty limit prescribed for such enterprise or credit institution.
Article 9.- Guaranty
limit
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Chapter III
THE AGENCIES PROVIDING
AND MANAGING THE GOVERNMENT’S GUARANTY
Article 10.- The
agencies providing the Government’s guaranty are those defined in Article 17
of the Government’s
Decree No.90/1998/ND-CP of November 7, 1998 promulgating the Regulation on
management of foreign loans and repayment of foreign debts.
Article 11.- The
responsibilities of the guaranty-providing agencies and the concerned agencies
1. The Ministry of Finance is the agency to
consider, on the Government’s behalf, the provision of guaranty to
enterprises to borrow foreign loans under the Prime Minister’s
decisions, perform the function of the State management over all the Government’s
guaranties for foreign loans as for the Government’s foreign loans, and guide the enterprises
that borrow foreign loans guaranteed by the Government to pay guaranty fee.
2. The State Bank of Vietnam is the agency to
consider, on the Government’s behalf, the provision of guaranty to
credit institutions to borrow foreign loans under the Prime Minister’s
decisions. It shall have to supply adequate and timely information on its
guaranties to the Ministry of Finance for general management of the provision
of the Government’s
guaranty, and guide the credit institutions that borrow foreign loans
guaranteed by the Government to pay guaranty fee.
The Ministry of Finance and the State Bank of
Vietnam shall agree upon a specific regulation on coordination in the provision
of the Government’s
guaranty, information exchange and handling of matters arising in the course of
the Government’s
guaranty, monitor and supervise the situation of using loans and render
necessary support to the guaranteed enterprises and credit institutions, and
quarterly report to the Prime Minister on loans guaranteed by the Government
which cannot be repaid when they become due.
For the Government’s guaranties provided by the State Bank of
Vietnam before the promulgation of the Government’s Decree No.90/1998/ND-CP of November 7,
1998, the State Bank of Vietnam shall continue to manage them according to the
function of the guaranty-providing agency and shall have to transfer to the
Ministry of Finance copies of all dossiers of such guaranties for general management.
The whole guaranty fee amount collected from the effective date of this
Regulation shall be channeled by the State Bank of Vietnam into the
"Accumulation Fund for Debt Repayment" under the Ministry of Finance’s
guidance.
3. The Ministry of Justice shall have to examine
the legal matters in written agreements to be signed with the lenders and give
its legal opinions to the guaranteed and the guarantor.
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Chapter IV
THE ORDER AND PROCEDURES
FOR PROVIDING THE GOVERNMENT’S GUARANTY
Article 13.- The
contents of the letter of the Government’s guaranty shall be agreed upon by the
guaranty-providing agency and the guarantee, and include the following details:
a/ The guarantor and the guaranty-providing
agency;
b/ The guarantee;
c/ The guaranteed;
d/ References to the relevant commercial contracts,
loan contract;
e/ The requested guaranty level, loan
currency(ies);
f/ The guarantor’s commitment toward the guarantee on the
obligations of the guaranteed and the guarantor;
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h/ The effective duration and the time limit for
withdrawing the letter of guaranty;
i/ The governing laws, and the agency(ies) and
place(s) for and language(s) to be used in the trial when disputes arise;
j/ The place and date of signing for issuance of
the letter of guaranty.
Article 14.- The order
and procedures for considering the provision of guaranty
1. Consent to the Government’s
guaranty:
a/ For enterprises, the consent to the Government’s
guaranty is prescribed in Clause 1, Article 8 of this Regulation.
b/ For credit institutions: At credit
institutions’
requests, the State Bank of Vietnam shall have to submit to the Prime Minister
requests for consent to the provision of the Government’s guaranty for loans, clearly stating the
lender, the value of loans that need to be guaranteed, the pre-conditions for
loan borrowing and repayment laid by the lender, the guaranty-providing agency’s
opinions on such loans, together with the lender’s written request for the Government’s
guaranty.
2. Dossiers requesting the provision of
guaranty:
Basing itself on the investment decisions (for
enterprises) or the Prime Minister’s consents (for credit institutions), the
borrower shall have to supply dossiers to the guaranty-providing agency; such a
dossier shall comprise:
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b/ The draft letter of guaranty;
c/ The relevant commercial contract(s);
d/ The feasibility study report of the project
that uses foreign loan capital already ratified or for which an investment
decision has been issued by the competent authority;
e/ The financial statement of the borrower
already audited or certified by the agency in charge of management of the State’s
capital and property at enterprises for 2 latest years (for enterprises or
credit institutions being in operation).
f/ The lender’s written request for the Government’s
guaranty.
3. Examination of dossiers requesting the
provision of guaranty:
Upon receiving a dossier requesting the
provision of guaranty, the guaranty-providing agency shall have to examine such
dossier within 5 working days, and when necessary, it may request the concerned
enterprise or credit institution to additionally supply or further clarify the
relevant documents. If the guaranty dossier is complete, the guaranty-providing
agency shall notify the borrower thereof, so that the latter can continue
carrying out activities prescribed in Clauses 4, 5 and 6 of this Article.
4. Negotiation of loan contracts and relevant
documents:
a/ After being notified by the
guaranty-providing agency, the borrower shall negotiate with the lender on the
specific contents of the loan contract with the participation of the
guaranty-providing agency and other concerned agencies.
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c/ The Ministry of Justice shall negotiate with
the lender on the content of legal opinions.
5. Approval of loan contracts and letters of
guaranty:
Within 30 days after the conclusion of the
negotiation of a loan contract and relevant documents:
a/ At the request of the borrower or the
superior State management agency of the borrower (if any), the
guaranty-providing agency shall have to submit to the Prime Minister for
approval contents of the loan contract and the letter of guaranty.
b/ The Prime Minister shall approve
simultaneously the content of the loan contract and the content of the letter
of guaranty.
6. Granting of letters of guaranty and giving of
legal opinions after the Prime Minister’s written approval of the contents of loan
contracts and letters of guaranty:
a/ The borrower shall officially sign the loan
contract with the lender, and sign the written commitment according to the set
form with certification by the superior State management agency of the borrower
(if any) and send them to the guaranty-providing agency.
b/ The guaranty-providing agency shall issue
each letter of guaranty in 3 originals, which shall be kept by the lender, the
borrower and the guaranty-providing agency. The one to be kept by the lender
shall be sent through the borrower.
c/ The borrower shall carry out the procedures
for registering the to be-guaranteed loans according to the State Bank of
Vietnam’s
regulations.
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Article 15.- In case of
guaranty for commercial loans accompanied with non-refundable aid or ODA loans
to create a financing source in form of mixed credit, the order and procedures
for considering guaranty shall comply with provisions of Clauses 2, 3, 4 and 6,
Article 14 of this Regulation.
Article 16.- Withdrawal
of the Government’s
guaranty
The guarantor shall withdraw the letters of
guaranty as soon as the guaranteed repayment obligations are fulfilled, or when
the lender unilaterally cancel the loan contract, or the guaranty is
substituted by other security measures. The guaranty-providing agency shall
have to promptly notify the concerned parties of such withdrawal.
For cases where it is necessary to withdraw
guaranty other than the above-said cases, the guaranty-providing agency shall
consult the Ministry of Justice and propose them to the Prime Minister for
consideration and decision according to the current provisions of laws and the
international practices.
Article 17.- In cases
where the guarantor has to repay debts on the guaranteed’s behalf, the guaranty-providing agency
shall effect the repayment on the guaranteed’s behalf according to provisions of the
Regulation on setting up, use and management of the Accumulation Fund for
Foreign Debt Repayment promulgated together with the Finance Minister’s
Decision No.72/1999/QD-BTC of July 9, 1999.
The amount recovered from the guaranteed
according to provisions of Clause 1, Article 20 of this Regulation shall be
channeled by the guaranty-providing agency into the "Accumulation Fund for
Foreign Debt Repayment" and accounted as a revenue source of such fund.
Chapter V
THE OBLIGATIONS OF THE
GUARANTEED
Article 18.- The
guaranteed shall have the following obligations:
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a/ The report made according to the set form,
including the following contents: the date and value of each capital withdrawal
within the guaranteed loan; the capital withdrawal schedule, and quarterly debt
repayment for the guaranteed loan;
b/ Annual reports on the situation of project
execution;
c/ Financial statements audited or certified by
the superior State management agency of the guaranteed (if any), including the
accounting balance sheet, the results of business operation and monetary
circulation, and explanation of the financial statements;
d/ Special circumstances that may affect the
project execution and capability to fulfill the repayment obligations under the
loan contract.
2. To create favorable conditions for the
guaranty-providing agency to inspect the project execution when necessary.
3. To pay the guaranty fee on time and in full
according to provisions of this Regulation.
4. To strictly and fully perform the obligations
already committed with the guaranty-providing agency in the written commitment
made according to the set form.
Article 19.- The
guaranty fee levels and the fee for consideration of dossiers applying for
guaranty
1. The guaranteed shall have to pay to the
guaranty-providing agency the guaranty fee, which shall be calculated on the
debit balance of the guaranteed loan, and specified as follows:
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b/ 1.0%/year on the debit balance of the loans
guaranteed by the Government for the execution of projects other than those
mentioned at Point (a) above.
c/ For projects mentioned in Clause 3, Article 6
of this Regulation, the guaranty fee shall not be collected.
When it deems necessary to readjust the guaranty
fee levels, the Ministry of Finance shall assume the prime responsibility and
coordinate with the State Bank of Vietnam in proposing new guaranty fee levels
to the Prime Minister for approval and promulgation at least 90 days before the
application thereof. Under any circumstances, the guaranty fee levels must not
exceed 1.5%/year on the debit balance of loans guaranteed by the Government.
2. Payment of guaranty fee
The guaranty fee shall be calculated in foreign
currency(ies) in which the loan contracts have been signed, and paid on the
date of repaying interest of loans in such foreign currency(ies), or in other
convertible foreign currencies, or in Vietnam dong at the exchange rate(s)
officially announced or notified to the Ministry of Finance by the State Bank
of Vietnam at the said point of time. The guaranty-providing agency shall guide
the guaranteed in directly remitting such guaranty fee amounts into the
"Accumulation Fund for Debt Repayment" according to the Ministry of
Finance’s
regulations.
3. The fee for consideration of dossiers of
applying for guaranty
The guaranteed shall have to pay to the
guaranty-providing agency the fee at a fixed level for the consideration of
dossiers of applying for guaranty in order to cover expenses arising in the
course of considering and providing guaranty. The specific fee level(s) and the
time limit for paying such fee shall be uniformly prescribed by the Ministry of
Finance.
Article 20.- Other
obligations
1. In cases where the guarantor repays debts on
the guaranteed’s
behalf, the guaranty-providing agency may apply coercive measures prescribed by
law against the guaranteed, compelling it to acknowledge debts owed to the
guarantor and indemnify the latter within a certain time limit the amounts
already paid by the latter on its behalf, plus all expenses actually arising
related to the repayment on its behalf, with any interest rate higher than one
of the two following rates:
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b/ LIBOR interest rate(s)/6 months for the loan
currency(ies) according to the loan contract, plus 1%/ year calculated from the
date the guarantor repays debts on the guaranteed’s behalf till the date the guarantor
recovers such repaid amount.
2. In cases where the guaranteed is unable to
repay debts due to subjective reasons, such as: ineffective use, waste or loss
of loan capital, thus adversely affecting the Government’s prestige and causing losses to the State
budget, the guaranteed shall be handled according to provisions of law.
Article 21.- The
assignee, the transferee and the successor of the guaranteed shall have
obligations toward the guaranty-providing agency in proportion to the scope of
the assignment, transfer or succession from the guaranteed.
Chapter VI
HANDLING OF VIOLATIONS
Article 22.-
Organizations and individuals that violate provisions of this Regulation shall,
depending on the nature and seriousness of their violations, be
administratively handled or examined for penal liability, and compelled to
compensate for damage according to the current regulations.
APPENDIX 1
FORM OF THE WRITTEN COMMITMENT ISSUED
BY THE PRINCIPAL
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Date…..
COMMITMENT
... [The enterprise] with the
Head office at .......... represented by ... [Name, position of the Chairman of
the Board of Directors/Director General] being the legal representative of the
enterprise (hereinafter called "the Principal").
The Principal commits to ...
[the guarantee issuing agency] acting on behalf of the Government of the
Socialist Republic of Vietnam (the Guarantor) as follows:
Article 1. The principal
shall commit
1. To comply seriously and duly
with the provisions of the Government in the Regulation on the Government's
guarantee for the foreign loans of enterprises and credit institutions issued
in conjunction with the Decision of the Prime Minister No. .......... dated
..........
2. To take the responsibility
for the serious and full performance of obligations committed in the commercial
contract and the guaranteed loan contract.
3. To take the responsibility to
assume the debt and the obligation to pay to the guarantor the amounts repaid
by the guarantor on the principal's behalf together with all expenses in
relation with the repayment of the above mentioned amounts and the interests on
the repaid amounts at one of following rate whichever is higher:
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b. The 6 months Libor of the
borrowing currency under the loan contract plus 1% per annum calculated from
the date at which the Guarantor repays till the date the Guarantor recovers
that amounts on the basis of 360 days in a year.
4. To recognise the right of the
Guarantor to impose any sanction in accordance with applicable laws of Vietnam
for collecting the debt repayment from the Principal: to force the Principal to
pay the Guarantor the amounts paid by the Guarantor on his behalf within a
certain period of time; to freeze the account, to request the sale of assets of
the Principal so as to perform the repayment obligation...
5. To provide evidence to prove
the inability to perform committed repayment obligations in the event of
violation of the repayment obligations.
6. To pay fully and timely the
guarantee fee.
Article 2. The Principal
shall have the obligations and responsibilities
a. To provide immediately to the
guarantee issuing agency the date and the value of each withdrawal under the guaranteed
loan; to provide quarterly to the guarantee issuing agency the report on the
schedule of withdrawal, repayments of the guaranteed loan;
b. To provide every 6 months to
guarantee issuing agency a report on the performance of the project implementation,
financial statements which are audited (or certified by the superior state
management agency of the Principal) of the enterprise or the credit institution
at the close of the financial year;
c. To report timely to the
guarantee issuing agency special circumstances which may effect the ability to
perform the repayment obligations under the loan contract;
d. To facilitate the
representative of the guarantee issuing agency to control the performance of
the project implementation, when necessary;
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Article 3. The superior
state management agency of the Principal, if any, shall have the
responsibility:
a. To appraise the efficiency
and the repay ability of the project;
b. To encourage the Principal to
perform seriously the obligation committed to the lender and the Guarantor;
c. To inform the guarantee
issuing agency special circumstances which may effect the performance of the
repayment obligations under the loan contract and solution proposal.
Article 4. In the event
of a loan borrowed by a joint-venture company which is guaranteed by the
Government of Vietnam for the part correspondingly to the responsibility of the
Vietnam party in the joint-venture at the ratio of the capital contribution to
the joint-venture, the superior state management agency of the Principal shall
have responsibility to assume the debt to the Guarantor and repay in lieu of
the Principal in the event the Principal is unable to repay to the Guarantor.
Article 5. The obligation
of the Principal (and the superior State management agency of the Principal, if
any) to the Guarantor shall only terminate when the obligations of the
Principal to the Guarantor have fully been performed (irrespective of the loan
termination, termination of the effectiveness of the Guarantee letter---)
This commitment shall be made 3
copies (or 4 copies in the event of a Joint-venture) each copy is kept by the
guarantee issuing agency, the principal, the superior state management of the
principal.
The principal (Name of the
enterprise or credit institution)
Name and position Name
and position
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Confirmation and agreed by*
superior state management agency
of the principal
(Name of the agency)
Name and position
Seal of the agency
APPENDIX 2
REPORT ON THE PERFORMANCE OF THE LOAN
(immediately after the funds withdrawal, repayment and periodically in each
quarter)
PERFORMANCE OF THE LOAN IMPLEMENTATION
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Signing
date of the loan contract
Loan
value
Date
Value
of the withdrawal
Value
of repayment
Outstanding
balance
at
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Date
of withdrawal Repayment
Principal
Interest
Fee
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Note: The payment capitalised
..........
Name of enterprise with Head
office registered at ..........
represented by ...........