Sovereign Debt Forum: Legal Aspects of External Debt Obligations

October 19-22, 2020


The Sovereign Debt Forum (SDF) is the result of a collaboration between Queen Mary University of London (Centre for Commercial Law Studies, CCLS) and Georgetown University (Institute of International Economic Law, IIEL) and was launched at the International Monetary Fund in Washington DC on 21 October 2019. In the spring of 2020, the European University Institute became a member of the SDF. The Forum serves as an interdisciplinary research hub and a platform for capacity building, policy development, and research-dissemination programs. The Forum’s capacity building work focuses on low- and middle-income countries at risk of sovereign debt distress, as well as countries that have recently gained market access and have limited debt management experience.

World Bank and Sovereign Debt Forum jointly presents


Online Training Program

October 19th-22nd, 2020


                                    Legal Aspects of External Debt Obligations


Day One

Drafting and negotiating key provisions in commercial debt instruments

9:00 am– 9:15 am

9:15 am– 10:15 am

Introduction and overview of the course

Introduction -- the dynamics of borrowing in the international capital markets


  • Anatomy of a Loan Contract
  • How do issuers choose to raise money internationally?
  • Factors influencing the issuers´s choice of where/how to borrow

10:15 am– 11:15 am

Drafting and negotiation of contractual clauses (I)


  • Conditions precedent
  • Reps and warranties
  • Pari passu
  • Negative pledge
  • Payment default
  • Cross-default/cross-acceleration

Day Two

Drafting and negotiating key provisions in commercial debt instruments

9:00 pm – 10:00 am

Drafting and negotiation of contractual clauses (II)


  • Material adverse change default
  • Moratorium default
  • Governing law
  • Submission to jurisdiction
  • Assignment
  • Waiver of immunities

10:00 am – 11:00 am

Special provisions in bond issues


  • "Market out” clause
  • Risk factors
  • Collective Action Clauses


Day Three

Collateralised Debt, Guarantees and contingent liabilities

9:00 am – 10:00 am

Collateralized debt

  • What is collateralized debt and how has it developed in recent years?
  • Borrower motivations
  • Complications

10:00 am – 11:00 am

Guarantees and contingent liabilities

  • Anatomy of a sovereign guarantee
  • Contingent liabilities other than sovereign guarantees

Day Four

Debt Restructuring

9:00 am – 11:00 am

Debt Restructuring


  • Debtors (sovereign, sub-sovereign, SOEs)


  • Creditors (multilateral, bilateral, commercial)
  • Instruments (loans, bonds)


  • Process (bilateral and commercial)


  • Debt restructuring techniques
  • Conditionality requirements
  • The holdout creditor problem