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Transfer of Promissory Note (intra-group)

Transfer of Promissory Note (intra-group)

PricewaterhouseCoopers AG

Date: October 10, 2017
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Author's Note

The Transfer of Promissory Note is a Swiss-law governed standard agreement for the intra-group... Read more

The Transfer of Promissory Note is a Swiss-law governed standard agreement for the intra-group transfer of a promissory note. 

This template is designed for use solely in an intra-group context, where the parties have agreed to transfer an existing receivable (in the form of a promissory note) in full or partial satisfaction of a debt owing by the transferor to the transferee. 

The issuer of the promissory note may be (but does not need to be) a member of the same group of companies.

The transfer of the note may satisfy the existing debt in full or in part. If the existing debt is specified (in amount), it may be extinguished or reduced by operation of this agreement. If the debt is unspecified, the relevant loan agreements will need to be amended separately to reflect the extent to which it is satisfied by assignment of the promissory note.

Where the promissory note is issued in a different currency to that of the debt, its value for the purposes of satisfying the debt must be stated in the same currency.

Terms which are configurable to the user’s needs include: 

  • Purpose and background;
  • Effective date;
  • Details of the existing debt and the promissory note to be assigned;
  • Whether consent of the issuer is required;
  • Provisions relating to notices; and
  • Jurisdiction and arbitration.


There are no warranties given under this agreement. 

Circumstances of Use

This document is intended to document the transfer of a promissory note from one group company to another, in full or partial satisfaction of an existing debt owed by the transferor to the transferee.

The Transfer of Promissory Note may be used for cross-border transactions where the parties have agreed to use Swiss law. 

Terms of Use

The purchase of this Product is subject to PartnerVine Terms.

You (the registered user through whose account the purchase is made) may:

  • Access the document-generation interview for 90 days from date of purchase;
  • Export and download an unlimited number of copies of the document(s) in Word or pdf format;
  • Share and use the document copies in connection with the circumstances described in this Author’s Note and only for the ordinary business purposes of the group of companies to which you belong.

Exclusions and Limitations

This Transfer of Promissory Note template is governed by Swiss law.  It does not seek to address any requirements or formalities that may apply to the transfer of a promissory note which is not itself governed by Swiss law. 

 Other Comments

Advice from group tax and accounting functions should be obtained prior to executing this agreement.