论文部分内容阅读
从英美法的角度而言,在国际银团贷款中代理行对其他成员行所负的诚信义务是一种不以当事人的主观意志而发生改变的法定义务。其产生不是依据合同形式而是依据法定的事实信任关系来认定的。这样一种信任关系认定的前提是代理行在行使职权中的自由裁量权。代理行履行职责必须为银团其他成员的最大利益行使代理职责。即代理行不得利用其在担任该职务过程中获得的秘密信息为自己谋私利,当事人为了排除诚信关系往往把代理行的职责限定于事务性质,并在贷款协议中排除这样一种诚信关系最终还是不能规避这样一种法定义务。事实上代理行还是应当要遵守这种法定的诚信义务,其应对其他成员行尽到按照协议保证国际银团贷款各成员行之间的利益,不得利用代理行的地位损害其他成员行的合法权益。
From the Anglo-U.S. Perspective, the agency’s obligation of fiduciary duty to other members in international syndicated loans is a legal obligation that does not change with the subjective intention of the parties involved. Its production is not based on the contract but on the basis of statutory trust. The premise of such a trust relationship is the agency’s discretion in exercising its authority. Acting broker must exercise its agency responsibilities in the best interest of the other members of the syndicate. That is, the agent bank shall not use his secret information obtained during the course of his job for his personal gain. In order to rule out the relationship between the integrity of the parties often limit the agency’s responsibilities to the nature of the transaction, and in the loan agreement to exclude such an honest relationship ultimately or We can not evade such a statutory obligation. In fact, the acting bank should still comply with this statutory obligation of fiduciary duty, and should act in accordance with the agreement of the other members to ensure the interests of all syndicated members of the syndicate, should not use the agent’s position to the detriment of the legitimate rights and interests of other members.