SD-04.6 — Deal Execution & Legal Closing

Business Domain: BD-04 Direct & Co-Investment (Front office) · Applies: PRIV

Purpose

Completes the signing, funding and legal closing of an approved direct transaction. Execution & Legal Closing turns an investment-committee approval into an owned asset: it finalises the agreements, manages the gap between signing and completion, and runs the funds flow that transfers ownership. It owns the legal completion of the deal — the operational booking of the resulting position is BD-12’s.

Service Operations

Finalise the transaction documents — the sale and purchase agreement, or the credit agreement for a direct loan, with the shareholders’ agreement and disclosure letter.
Negotiate the risk allocation — representations and warranties, indemnities, and warranty-and-indemnity insurance.
Secure exclusivity and sign — the exclusivity agreement and the execution of the transaction documents.
Manage the signing-to-closing period — satisfy the conditions precedent: regulatory and antitrust clearance, third-party consents, financing drawdown.
Execute the closing — run the funds flow, complete the transfer of title or shares, and set up escrow for indemnity and post-closing adjustment.
Run the completion adjustment — the completion-accounts or locked-box true-up and the purchase-price adjustment.

Inputs and outputs

Inputs: the IC approval and conditions (SD-04.5); the deal structure and term sheet (SD-04.4); the financing commitments.
Outputs: the signed and completed transaction, the satisfied conditions-precedent record and the executed funds flow — handed to SD-04.8 / SD-04.10 / SD-04.11 (post-close) and to BD-12 (which books the position).

Entities

Consumes: Legal Entity (E-01), Instrument / Asset (E-02), Transaction (E-05); PM-15 Deal / Investment Opportunity — the authorised deal being closed; closing populates the deal’s typed conversion pair to the post-close record — an investment position, a direct loan or a real asset; the SD-04.4 deal structure and term sheet; the SD-04.5 IC approval and conditions.
Owns: none directly — the closed transaction is recorded as a Transaction (E-05), owned by BD-12’s operations domains.

Standards

The sale-and-purchase-agreement and credit-agreement conventions; signing and closing as distinct events; conditions precedent; warranty-and-indemnity insurance; completion accounts versus locked box.

Open extensions

The boundary with BD-12 — SD-04.6 completes the legal transaction and runs the closing funds flow; BD-12 books and settles the resulting position.