Legal Aspects of Project Finance

This course is designed to help participants with a basic level of project finance knowledge progress to a higher level of understanding across the entire project finance transaction, with a particular focus on the legal aspects.

Starting with a review of project documentation and bankability from the lenders’ perspective, participants are guided through the process of analysing risks and understanding the various mitigation strategies. There is a separate section dealing with construction phase risk and how the various legal issues are typically dealt with in practice.

The course then looks at each of the key finance documents, identifying particular negotiation and drafting points and how project cash flows, financial covenants and control accounts are dealt with.  The course also covers the security and insurance aspects of project finance.

The course is reinforced throughout by reviewing documentation extracts from an actual major project transaction.

The Masterclass is delivered over one half day (3 ½ hour) webinar session by Calvin Walker, who shares his knowledge gained from over 25 years’ experience leading and advising on project finance transactions at two major international law firms.

Bankability of Project Documents

  • Identifying, allocating and mitigating risks
  • Lender due diligence; what lenders are looking for
  • Major offtake structures – key risk features
  • Force majeure
  • Change in law

Construction Phase Risk

  • Completion risk, delay and claims for time and money
  • Liquidated Damages (delay and performance)
  • Completion Support
  • Default and termination issues

Finance Documents

  • Loan Agreement
  • Accounts Agreement
  • Equity Arrangements
  • Intercreditor Agreement
  • Direct Agreements

Insurance in Project Finance Transactions

  • Insurable and non-Insurable Risks
  • Construction and Operational Phase Insurance
  • Asset, Revenue and Third Party liability Insurance
  • Project Insurance Schedule
  • Lender clauses, inc loss payee, non-vitiation
  • Reinsurance


  • Scope of English law security
  • Preferential Creditors
  • Security Documentation
  • Enforcement Remedies

Case Study

Participants will be provided with documentation extracts from a completed project finance transaction to illustrate points raised in the presentation