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Assignment of Proceeds: Meaning, Pros and Cons, Example
Diane Costagliola is a researcher, librarian, instructor, and writer who has published articles on personal finance, home buying, and foreclosure.
Investopedia / Jiaqi Zhou
What Is an Assignment of Proceeds?
An assignment of proceeds occurs when a beneficiary transfers all or part of the proceeds from a letter of credit to a third-party beneficiary . Assigning the proceeds from a letter of credit can be utilized in many types of scenarios, such as to pay suppliers or vendors in a business transaction or to settle other debts.
- An assignment of proceeds can be used to redirect funds from a line of credit to a third party.
- An assignment of proceeds must be approved by the financial institution that granted the line of credit following a request and fulfillment of any obligations by the original beneficiary.
- A benefit of this type of transaction is the ability to redirect only a portion of the proceeds, in which case both the original beneficiary and third party can access the same letter of credit.
- A drawback of this type of transaction is that the original beneficiary is still responsible for fulfilling all requirements under the letter of credit, even when the funds are redirected to the third party.
- This type of transaction is used in a number of circumstances, such as when paying suppliers or vendors, or when settling outstanding debts.
Understanding an Assignment of Proceeds
A letter of credit is a letter from a bank guaranteeing that a buyer's payment to a seller will be received on time and for the correct amount. In the event that the buyer is unable to make a payment on the purchase, the bank will be required to cover the full or remaining amount of the purchase. The original beneficiary, the named party who is entitled to receive the proceeds from a letter of credit, may choose to have them delivered to a third party instead, through an "assignment of proceeds."
Due to the nature of international dealings, including factors such as distance, differing laws in each country, and difficulty in knowing each party personally, the use of letters of credit has become a very important aspect of international trade.
In order to process an assignment of proceeds, the original beneficiary of the letter of credit must submit a request to the bank or other financial institution issuing the letter of credit requesting to assign the funds to a different individual or company. The assignment of proceeds will need to be approved by the financial institution once it is submitted, pending the fulfillment of any requirements set forth in the letter of credit.
If the original beneficiary does not meet the obligations outlined in the letter of credit, no assignment will take place. Once approved, the bank or other entity will release the money to the specified third party to be drawn upon at will.
Advantages and Disadvantages of an Assignment of Proceeds
The main benefit of an assignment of proceeds is that the original beneficiary has the ability to assign all or just a portion of the letter of credit to the third party. The original beneficiary will retain access to any portion of the proceeds not redirected to the third party. This allows both entities to make use of the same letter of credit when necessary.
This benefit must be weighed against the potential drawback of this type of transaction. When an assignment of proceeds takes place, the financial institution is not contracting directly with the third-party beneficiary. It is only acting as an agent in supplying the funds to the third party. The original beneficiary is still responsible for completing any and all requirements under the letter of credit.
Example of an Assignment of Proceeds
Assume XYZ Customer, in Brazil, is purchasing widgets from ABC Manufacturer, in the United States. In order to sign off on the deal, ABC Manufacturer requires that XYZ Customer obtains a letter of credit from a bank to mitigate the risk that XYZ may not pay ABC for the widgets once ABC has shipped them out of the country.
At this point, ABC Manufacturer is able to request that a portion of these funds be redirected to DEF Supplier, whom ABC still owes money for parts used in making the widgets. Even though a portion of the funds has been redirected to DEF Supplier, ABC Manufacturer still has to fulfill its obligations under the letter of credit, such as shipping out the widgets to XYZ.
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What Is an Assignment of Proceeds?
An assignment of proceeds is a financial document that is used to redirect all or a portion of a currently active letter of credit from the current beneficiary to a third party beneficiary. This type of activity can only take place if the current beneficiary is willing to agree to the arrangement, and files the necessary paperwork with the institution that extends the letter of credit to allow for this redirection of proceeds. Once the institution is satisfied with the paperwork, and the principal party involved with the letter of credit continues to comply with all the terms and provisions associated with that letter of credit, the portion transferred to the third party can be drawn upon at will.
One of the benefits of an assignment of proceeds is that the principal party still retains access to any portion of the proceeds not redirected to the third party, effectively allowing both entities to make use of the same letter of credit when necessary. For example, a parent company may be the principal party but choose to assign a portion of the proceeds from the letter of credit to a subsidiary as a means of providing backup funding for some project that the subsidiary is undertaking. This effectively creates a financial cushion that the subsidiary can draw upon if needed, all under the umbrella of the parent.
An assignment of proceeds can also occur between individuals. One individual serves as the principal party in the arrangement, and may choose to designate a portion of the proceeds to two other individuals as a means of creating some sort of support mechanism for those parties. For example, a parent may secure the letter of credit and allocate a portion of the proceeds to two children who are of legal age to participate in the arrangement. As long as the original beneficiary provides the necessary paperwork to divert a portion of the proceeds to the third party beneficiary, all parties can benefit from the assignment.
While an assignment of proceeds is an excellent and straightforward way to transfer or assign a portion of proceeds to a third party, it is important to note that the principal party remains responsible for the proceeds drawn on that letter of credit. While the beneficiaries are free to repay any amount borrowed on the credit, in the event that they fail to do so the principal party is obligated to settle the debt. For this reason, care should be taken to evaluate the circumstances closely before choosing to enact an assignment of proceeds and make sure each party is aware of his or her responsibilities in terms of repayment.
After many years in the teleconferencing industry, Michael decided to embrace his passion for trivia, research, and writing by becoming a full-time freelance writer. Since then, he has contributed articles to a variety of print and online publications, including SmartCapitalMind, and his work has also appeared in poetry collections, devotional anthologies, and several newspapers. Malcolm’s other interests include collecting vinyl records, minor league baseball, and cycling.
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Assignment Of Letters Of Credit And Proceeds
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Assignment of Proceeds
Assignment of Proceeds . It is a legal mechanism by which the beneficiary of a letter of credit may pledge the proceeds of future drawings to a third party. Assigning proceeds involves giving the letter of credit to a financial institution, which holds the letter of credit until drawn upon, along with irrevocable instructions to the financial institution to disburse proceeds,when generated, in a specified way (such as pay 40 percent of each drawing to XXX Corporation). The financial institution acknowledges the assignment to the assignee. It does not have any obligation to pay any funds to the assignee unless the letter of credit is drawn upon by the beneficiary and payment is received from the issuing or confirming financial institution. An assignment of proceeds is not an assignment or transfer of the letter of credit and the assignee acquires no rights to perform under the letter of credit in order to generate funds.
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§ 28:5–114. Assignment of proceeds.
(a) In this section, the term “proceeds of a letter of credit” means the cash, check, accepted draft, or other item of value paid or delivered upon honor or giving of value by the issuer or any nominated person under the letter of credit. The term “proceeds of a letter of credit” does not include a beneficiary’s drawing rights or documents presented by the beneficiary.
(b) A beneficiary may assign its right to part or all of the proceeds of a letter of credit. The beneficiary may do so before presentation as a present assignment of its right to receive proceeds contingent upon its compliance with the terms and conditions of the letter of credit.
(c) An issuer or nominated person need not recognize an assignment of proceeds of a letter of credit until it consents to the assignment.
(d) An issuer or nominated person has no obligation to give or withhold its consent to an assignment of proceeds of a letter of credit, but consent may not be unreasonably withheld if the assignee possesses and exhibits the letter of credit and presentation of the letter of credit is a condition to honor.
(e) Rights of a transferee beneficiary or nominated person are independent of the beneficiary’s assignment of the proceeds of a letter of credit and are superior to the assignee’s right to the proceeds.
(f) Neither the rights recognized by this section between an assignee and an issuer, transferee beneficiary, or nominated person nor the issuer’s or nominated person’s payment of proceeds to an assignee or a third person affect the rights between the assignee and any person other than the issuer, transferee beneficiary, or nominated person. The mode of creating and perfecting a security interest in or granting an assignment of a beneficiary’s rights to proceeds is governed by Article 9 or other law. Against persons other than the issuer, transferee beneficiary, or nominated person, the rights and obligations arising upon the creation of a security interest or other assignment of a beneficiary’s right to proceeds and its perfection are governed by Article 9 or other law.
Letters of Credit/Types of Letters of Credit
- 1.1 Unconfirmed
- 1.2 Transferable Credit
- 1.3 Assignment of Proceeds
- 1.4 Revolving
- 1.5 Standby
Types of Letters of Credit [ edit | edit source ]
Unconfirmed [ edit | edit source ].
An unconfirmed irrevocable letter of credit provides a commitment by the issuing bank to pay, accept, or negotiate a letter of credit. An advising bank forwards the letter of credit to the beneficiary without responsibility or undertaking on its part except that it must use reasonable care to check the authenticity of the credit which it advised. It does not provide a commitment from the advising bank to pay, so the beneficiary is reliant upon the undertaking of the overseas bank. The beneficiary is not protected from the credit risk of the issuing bank nor the country risk.
Transferable Credit [ edit | edit source ]
Under a transferable letter of credit a beneficiary (the first beneficiary) can ask the issuing/advising/confirming bank to transfer the letter of credit in whole or in part to another party/ies such as supplier/s (second beneficiary/ies). A transferable letter of credit is usually used when the beneficiary is not the manufacturer/original supplier of some/all of the goods/services. This process enables the beneficiary to pay the manufacturer/original supplier by letter of credit. If the bank agrees, this bank, referred to as the transferring bank, advises the letter of credit to the second beneficiary/ies in the terms and conditions of the original letter of credit with certain constraints defined in Article 48 of UCP 500.
In general, unless the letter of credit states that it is transferable, it is considered non-transferable.
Assignment of Proceeds [ edit | edit source ]
The right to the proceeds of a letter of credit can sometimes be assigned where the beneficiary of a letter of credit is not the actual supplier of all or part of the letter of credit and wants the bank to pay the supplier out of funds received from the letter of credit. The beneficiary may choose this option if he or she
- does not want to request a transferable letter of credit from a buyer in order to keep the buyer from knowing who is the actual supplier of the goods.
- does not have the necessary credit with the bank to issue a new letter of credit to a supplier.
An assignment of proceeds takes the form of an irrevocable instruction from the beneficiary to the bank requesting that it pay the supplier out of the proceeds of the letter of credit which becomes due when documents are presented in compliance with the terms of the letter of credit.
Revolving [ edit | edit source ]
Although infrequently used today, revolving letters of credit were a tool created to allow companies conducting regular business to issue a letter of credit that could “roll-over” without the company having to reapply, thus enabling business flow to continue without interruption as long as the terms and conditions, quantities, and other transaction details did not change. In addition, if a letter of credit were a revolving one, there were few ways to stop it from rolling over; so, should a conflict arise between the parties while the letter of credit was in place or should the products change, there was little recourse for either party. In the business world today, the fact is that, unless required by law or because of high risk, on-going business is usually conducted without of letters of credit.
Standby [ edit | edit source ]
As is the case with the revolving letter of credit, standby letters of credit are infrequently used today. A standby letter of credit is one which is issued as a back-up or form of insurance for the seller should the buyer default on the agreed-upon payment terms. A standby letter of credit is issued in the same way a documentary credit is in that the collateral needed for issuance is required by the issuing bank and the beneficiary must comply with every detail as outlined in the letter of credit. The problem with this instrument is that the applicant has no guarantee, other than the seller’s word, that the standby will not be drawn against even if payment is made as agreed. This situation is challenging, especially if the letter of credit is confirmed and the advising bank sees only documents pertaining to the shipment as outlined in the letter of credit and has no knowledge of other payments being made.
- Letters of Credit
§ 9-107. CONTROL OF LETTER-OF-CREDIT RIGHT.
A secured party has control of a letter-of-credit right to the extent of any right to payment or performance by the issuer or any nominated person if the issuer or nominated person has consented to an assignment of proceeds of the letter of credit under Section 5-114(c) or otherwise applicable law or practice.
Letters of credit: overview | Practical Law
Letters of credit: overview
Practical law uk practice note overview 1-107-3740 (approx. 38 pages).
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Two alternatives to a back-to-back letter of credit.
In one of my previous articles , I wrote about back-to-back letters of credit (LC) and how banks, particularly in the United States, just don’t have an appetite for that type of business. This article is going to discuss two alternative to using back-to-back LCs.
A Transferrable Letter of Credit
Let’s just assume that we have a buyer, a broker or middle man, and a manufacturer. At the request of the broker, the buyer applies for a letter of credit. The broker has instructed the buyer that the letter of credit must be transferable. Hopefully the buyer follows these instructions and indicates on the LC application that the LC must be transferable.
The issuing bank, following the instructions of their customer the buyer, issues the LC that contains the clause: “This letter of credit is transferable.” Just what does this mean, and how does it work?
When a letter of credit is transferable, the original or first beneficiary is allowed to transfer all or a part of the value of the letter of credit to a third party, otherwise known as the second beneficiary. In our example mentioned above, the beneficiary is a broker, and they now have the ability to transfer either all or a part of the value of the letter of credit to the actual manufacturer of the goods and can do so without using any of their own line of credit.
The transferring bank, which typically would be either the issuing or advising bank, will actually issue a Transferred Letter of Credit (TLC) and advise it to the second beneficiary. The TLC will look identical to the original LC, with a few exceptions. If the original LC required four documents—a bill of lading, commercial invoice, packing list and certificate of origin—the transferred LC will also contain those same documents and only those same documents.
There are a few things that can differ between the two credits:
- the unit price if there is one,
- the expiration date,
- the period for presentation of documents,
- the shipment period, and
- The percentage of insurance coverage if required by the original LC.
In addition, the applicant on the TLC may be shown as the first beneficiary.
If the entire value of the original LC is transferred to the second beneficiary, one could assume that some type of payment was made directly to the original/first beneficiary to compensate them for the transaction. If only a partial transfer was made to the second beneficiary, the original beneficiary retains the right to present their invoice and draft to the bank at the time the second beneficiary is making their document presentation.
The second beneficiary (in our example, the manufacturer) now holds a Transferable Letter of Credit and can anticipate payment if and when they present compliant documents. The second beneficiary is responsible for making the shipment, following the shipping instructions contained in the TLC, and for presenting the required documents to the bank for payment. They are very much in control of the transaction.
Once it is determined that the documents comply, the second beneficiary will receive payment for the value of their invoice less any banking charges. In the event of a partial transfer, the original beneficiary will receive payment for the difference between their invoice and the second beneficiary’s invoice.
Remember, the second beneficiary has a lot of control. If the shipping documents they present have discrepancies, payment could be refused. Maybe even greater danger, when the second beneficiary is loading the crate and preparing for shipment, they could include a copy of their invoice with a notation that for future shipments please contact them directly, thus cutting the first beneficiary out of any future dealings. This appears to be the perfect solution for a three-party transaction, or is it?
An Assignment of Proceeds
Again, let’s assume that we have a buyer, a broker/middleman, and a supplier/manufacturer. At the request of the broker, a buyer applies for a letter of credit, but this time there is no mention of the letter of credit needing to be transferable. The letter of credit is issued, sent to the advising bank who in turn advises it to the beneficiary, also known as the broker or middle man.
The beneficiary knows that their supplier wants some type of assurance that they will be paid, but the beneficiary wants to maintain a maximum amount of control over the transaction. An Assignment of Proceeds might just be the answer.
Once the letter of credit is received, the beneficiary would approach their bank with the original letter of credit in hand and ask that a specific value of the original letter of credit be assigned to the supplier. For example, if the LC was issued for $45,000, the request for the assignment might be $30,000.
The bank will require the original letter of credit be presented along with the written request for the assignment. The bank needs the original LC so it can endorse the backside of the LC indicating that an assignment has been made to the named party and the value of the assignment. Remember, most letters of credit are freely negotiable, meaning that the beneficiary could present documents to any bank. By endorsing the LC, any bank that might receive documents will know that an assignment has been made.
Once the endorsement is taken care of, the bank will issue a document or letter titled Assignment of Proceeds addressed, in this case, to the supplier. The content of this document will indicate that an assignment of proceeds has been made in their favor with a stated value. It will also indicate that if and when payment is made under the letter of credit, payment will automatically be made under the assignment.
Now that the supplier is holding the Assignment of Proceeds they may feel confident that they will receive payment and release the merchandise to the middleman/beneficiary. If all goes according to plan, the beneficiary arranges shipment, obtains the documents necessary to draw against the LC, presents these documents to the bank, and the bank makes payment to both the beneficiary and to the holder of the assignment of proceeds.
Again, this may sound like the perfect solution for the buyer, broker/middleman and supplier, but could something go wrong with this approach? Unfortunately, yes.
With the Assignment in place, once the supplier turns over the merchandise to the broker/middleman, the supplier does lose control of the transaction. Worst case scenario would be that the supplier goes ahead and ships the merchandise to the buyer but also contacts them proposing that they not use the LC as the method of payment. They might even suggest that instead of the LC, they would be happy to offer open account terms. They may propose that after the buyer has received the merchandise, they could wire transfer payment.
The buyer, not knowing that an assignment of proceeds has been issued, may be thrilled at the prospect of not having to pay their bank an examination fee under the LC and embrace the open account proposal.
Meanwhile, we have the supplier sitting back patiently waiting for payment. After two or three weeks, they may contact the bank asking about the status of payment against the assignment only to hear that documents have yet to be presented against the letter of credit. The supplier will be referred to the line in the assignment of proceeds that payment will be made to them if and when payment under the letter of credit is made.
The supplier then tries to contact the broker/middleman only to find out that the phone has been disconnected, and they appear to have left town. The supplier’s prospect for payment at this point isn’t very good. For this very reason, suppliers or manufacturers may shy away from this arrangement.
It’s never a perfect world!
(You'll find more than 75 articles about letters of credit in the International Trade Blog archives .)
This article was first published in September 2005 and has been updated to include current information, links and formatting.
About the Author: Chris Lidberg
Ms. Chris Lidberg was an independent consultant in the area of international banking and Letters of Credit. Ms. Lidberg had more than 25 years of international banking experience, most recently as Vice President at U.S. Bank where she was part of the International Trade Services Division. She was responsible for selling the bank's international products to both customers and prospects, and conducting Letter of Credit seminars.
During her 25 years in banking, 15 of those years were spent in the Letter of Credit area, holding various supervisory positions, later to manage the Letter of Credit department. MS. Lidberg went on to become the manager of International Operations where she was responsible for managing not only Letters of Credit, but also International Collections, Money Transfers, Cash Letters, Investigations and all Telex and SWIFT activities for the bank.
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