프로젝트 파이낸스(Project Finace)의 經濟的 主體와 讓許契約

• 영문명: The Legally Economic Entities of Project Finance and the Concession Agreement
• 발행기관: 한국사법학회(구 한국비교사법학회)
• 저자명: 秦鴻璂(HongKi Jin)
• 간행물 정보: 『비교사법』比較私法 제15권 제4호, 759~801쪽, 전체 43쪽
• 주제분류: 법학 > 법학
• 파일형태: PDF
• 발행일자: 2008.12.30

영문 초록

Modern project finance("PF") has been invented in U.S., Tracing back to when independent oil companies particularly in Texas tried to find and extract oil, financial institution had betted that the resource, the oil was actually present and that it could be sold at a price that lived up to initial expectation, and provided funds relying only for cash flow generated by the resource. In the mechanism of PF, the sponsoring firms create legally distinct economic entities, so-called project company("PC"), to develop, manage, and finance the project. PC borrows on a limited or non-recourse basis from the bank on the condition that the banks are relying on the project's cash flows rather than on the assets or general credit of the sponsoring organizations for the loan repayment. Despite the non-recourse(of limited recourse) nature of project borrowing, projects are highly leveraged entities: debt to total capitalization ratios average 60-70%, but can reach as high as 95% in some deals. The stockholders in PF such as sponsors, banks may chose a vehicle considering various factors, such as the extend to which the sponsors is isolated from the risks and liabilities in the project, the tax efficacy. Even though, at present, we are not able to find a perfect form of corporation that con satisfy the stakeholder, Limited Liability Company is highly recommended because the company is a combination form of the managerial control of the corporations and flexibility and pass-through taxation benefit of partnerships. In addition, stockholders needs to enter into such agreement in order to escape the fault of the corporations and fill the gap between the defects in the corporate form and the double tax matters. On the other hand, in the infrastructure PF, the public sector(government) and the private sectors(private companies, concessionaires) invariably enters into an concession agreement whereby the private sector agrees to design and construct the stated facilities by a certain date and operate the facilities for a period and transfer the ownership of the relevant facilities to the host government(in BOT type). Governments, concessionaires, and scholars traditionally have treated concession agreements as private, bilateral contracts between high-ranking national officials and the concessionaires. However, many concession agreements have failed to produce expected infrastructural, monetary, and efficiency gains because of the lack of due process in terns of selection of concessionaires and the public notice of their contents to the populace as well as transparency of the implementation of the concession agreements. Therefore we must observe the concession agreement on the sys of public policy. We may find good regime of entry into concession agreement in the PFI of U.K. and the PPPs of the EU. They may be treated as a form of cooperation between governments and private companies in natural resources development and infrastructure sector project or as a long-term contractual agreement.

목차

Ⅰ. 머리말

Ⅱ. 프로젝트 파이낸스의 經濟的 主體

Ⅲ. 프로젝트 파이낸스에서의 讓許契約

Ⅳ. 마치는 글

【參考文獻】

[Abstract]

키워드

프로젝트 파이낸스 상환재원소급금지 고비율의 차입자본 유한책임회사 사회간접자본 양허계약 BOT PFI PPP 공공부분 민간부분 Project Finance Non-or Limited Recourse Project Finance Project Company High Leverage Debt to Total Capitalization Ratios Transactions Costs Concession Agreement Public Policy PPPs