In a syndicated loan arrangement, one or more of the lending banks coordinate the lending activities such as pre-contractual documentation, negotiation of the loan agreement and administration of the loan.
The coordinator(s) of such activities function as ‘manager(s)’ and as ‘agent(s)’ at different phases of a loan syndicate.
The nature of the relationship between the manager(s)/agent and the syndicate determines the parties’ rights and duties. Whether the manager and agent are to be treated as fiduciaries of the syndicate has been a vexed issue for courts and academic commentators.
This paper tackles this issue. The discussion will be based on an examination of the fiduciary principles, the roles of the manager(s)/agent(s) in a syndicated loan arrangement, case law and academic treatises on this issue.