Structure of the project finance division in the bank. Project financing

"Legal work in a credit institution", 2011, N 4

Positive processes in the development of project finance in Russian economy are equally constrained by the underdevelopment of the banking system and weak capitalization of the banking sector, as well as by imperfections legal support. The article analyzes the advantages of project financing and measures (including legislative ones) that can make this product more widespread and applicable.

Demand for project financing in modern banking practice

The term “project financing” is borrowed from international banking practice and means lending (debt financing) of an investment project in combination with direct investment.

Project financing (lending) usually refers to credit operations based on the viability of the project itself being financed, in which the main source of repayment of credit resources is cash flows generated in the future (or their increase) from the invested object.

A type of project financing is structured financing, when the return of credit resources is carried out both at the expense of created (new) production facilities and at the expense of existing production.

Participants in project financing, along with banks, may include: the state, industrial corporations acting as strategic and portfolio investors, as well as institutional investors (for example, private equity funds).

As an independent direction of the credit and investment business in the Russian banking sector, project finance began to take shape in the mid-80s. last century. A kind of prototype of project financing were the so-called compensation operations, the essence of which was to organize import supplies of investment goods with their payment from the proceeds from the sale of domestic products produced on purchased equipment.

Approaches and principles of project financing to a certain extent, primarily from the point of view of sharing project risks between participants, were also used when creating joint ventures with the participation of Russian and foreign partners. In fact, the only financial institution that financed and supported such projects during this period was Vnesheconombank (Vneshtorgbank of the USSR).

At present, in Russia there are objective prerequisites for the development of project financing. Project financing is becoming one of the most popular services from enterprises and companies implementing not only large-scale investment projects, for which the possibilities of traditional investment and corporate lending are insufficient, but also projects with medium capital intensity.

Project financing is usually used in structuring and resource provision investment projects which, from the standpoint of traditional bank lending, have increased risks, and the scale of such projects significantly exceeds the volume current activities initiating company. Investment projects are implemented on the terms of project financing, if the source of return of the provided resources is only the proceeds generated by the project, and the risks taken by the bank are minimized thanks to the client’s participation with their own funds in one or another volume - depending on the specifics of the industry, the level of credit risks, and the situation in the financial markets and other factors.

From the perspective of the creditor bank, project financing can be considered as a complex transaction structured using various standard credit and other banking products (loans, leasing transactions, bank guarantees, trade finance, letters of credit, security accounts, etc.).

The main criterion for classifying credit transactions is the source of repayment of loan debt, but there are other significant criteria, such as the types and volume of loan collateral, as well as the completeness and effectiveness of bank control over the progress of the project.

Repayment of borrowed loans for project (structured) financing is fully or partially ensured by cash flow, generated by the project in the future; the project is carried out by a separate project company (for project financing) or may be reflected on the balance sheet of the project initiator (sponsor) (for structured financing); Credit resources are secured by assets created/acquired during the project, as well as existing assets of the initiator (for structured financing); effective and comprehensive monitoring of the project is ensured (for project financing, the participation of a bank or a structure authorized by it in the capital of the project company is typical), the right of full or partial recourse of creditors to the project initiator is provided.

Under a type of traditional bank lending, which has predominantly external signs similarities with project financing - investment lending - is understood as long-term financing of investment projects aimed at expanding/modernizing existing production or business diversification, in which the source of return of the provided credit resources is the cash flow from the existing business.

The fundamental difference between project financing and investment lending is that the repayment of borrowed funds provided by the bank for project financing directly depends on the success of the project. Examples of project (structured) financing include: creation of a new production/business “from scratch”; diversification of directions existing business project initiators; expansion/technical re-equipment of existing production facilities, subject to the return of resources partially at the expense of created (new) capacities (for structured financing); development projects: construction of real estate - residential, commercial (office, retail, others); financing of enterprises with a long production cycle (more than a year): civil aircraft and shipbuilding, etc.; projects for the acquisition of companies/groups of companies (regardless of the industry) and further modernization of their assets in order to expand the acquired business. Investment lending provides for the expansion/modernization of the capacities of existing enterprises, subject to the return of resources entirely at the expense of the existing business (for example, financing of enterprises with a knowledge-intensive and long (more than a year) production cycle).

Although the same components are present, there are differences in the collateral structure used in project financing and investment lending. In investment lending, the collateral is assets belonging to an operating business (business group or holding): shares, equipment, real estate, guarantees of the main companies of the business group; shareholder guarantees; project assets - after their acquisition/commissioning.

The basic structure of collateral for project (structured) financing provides for the pledge of 100% of the interests/shares of the project company with an encumbrance of the latter in the depository of the creditor bank, if the project company is a limited liability company and the bank does not participate in its capital; pledge of assets created/acquired during the implementation of the project; guarantees from shareholders and other project participants; guarantees of the main companies of the business group (holding) of the initiator; assets owned by the initiator's operating business: shares, equipment, real estate, other assets of the initiators (shareholders) of the project or assets owned by third parties (the initiators' own contribution to the project).

Investment lending and project financing have a number of differences. Along with the fact that in investment lending, repayment of attracted credit resources is carried out at the expense of the cash flow of an existing business, the project is on the balance sheet of the initiating company, and the existing assets of the initiators are used as collateral, with the lender having the right of full recourse to the latter. As for the effectiveness of banking monitoring and the possibility of influencing the progress of the project on the part of the bank, they are limited by the framework of the usual bank-client relationship. It is fundamentally important that in investment lending, the repayment of the loan does not depend on the success of the project.

Project financing creates a number of significant advantages for both the client (borrower) and the bank. Among them:

• expansion of existing business/diversification of areas of activity;
• the ability to raise funds in the absence of an existing business that generates cash flow sufficient to service loan debt;
• separation of financial flows for existing and project businesses;
• the ability to attract resources for longer periods compared to standard commercial lending to replenish working capital;
• individual approach on the part of the bank (i.e. the structure of the transaction and the terms of its financing depend on the characteristics of the specific project): the ability to raise funds without providing firm collateral to cover the entire loan debt; the presence of a grace period before the start of the operational phase of the project and a flexible loan repayment schedule, depending on the progress of the project; the possibility of gradually investing your own funds in the project and using assets created/acquired during the project as collateral; comprehensive banking services, including individual consulting when preparing an investment proposal.

For a bank, an important function of project financing is to use this loan product as a tool for attracting and retaining clients in priority and strategically important industries and long-term cooperation with them.

As a complex banking product, project finance is largely within the scope of activities of supranational, interstate and state institutions or development banks, which act as a mechanism for implementing the tasks formulated by their founders - mainly this is the financing of capital-intensive investment programs, with preference given to large-scale projects with long loan repayment periods, participation in which is not available to most commercial banks.

As for the cost conditions of project financing, since creditor banks, taking part in the financing of an investment program (project) together with its initiators, risk the provided financial resources with shareholders’ funds not secured by a “hard” pledge, it is usually assumed that the loan rate of return, while the amount of the bank's investment income, along with the volume of its participation in financing the project, depends on the market value of the assets (business) being created and is subject to agreement in each specific case.

If we analyze the structure of project financing, then, according to world statistics, the share of bank loans in this type of financing is almost 90% of debt sources for mobilizing financial resources for the implementation of investment projects. The share of bond loans is small, but their organizers, as a rule, are also banks, which is explained by the need for underwriting support for borrowing operations. The strengthening role of banks is associated both with the growth in the number and volume of project financing transactions in the world, and with the increased activity of financial institutions in this area.

Legal problems in the application of project financing

Positive processes in the development of project financing in the country’s economy are equally hampered by both the insufficient development of the banking system and weak capitalization of the banking sector, and the shortcomings of legal support due to the low compatibility of the Russian legal system and the established practice of Russian arbitration courts with those legal systems, on which the international practice of project financing is based.

Among the main problems modern market project financing in Russia, the following can be noted.

1. The circle of credit institutions that are real and qualified participants in the project financing market and successfully specialize in this type is limited banking, - with a relatively small number of successfully completed credit transactions, which are based on the principles of full-fledged project financing.
2. In the product line of Russian commercial banks there are practically no features that are fundamentally important for the classical understanding of project financing, such as financing of a specially created project company (SPV), focusing collateral exclusively on project assets, and financing on project income as the only source of loan repayment and return on investment with the formation of a comprehensive contract structure, on the basis of which a balanced distribution of risks between key project participants is ensured.
3. The dominant practice, which affects the possibilities of financial support for capital-intensive investment programs, is the practice of credit relations of project initiators with only one financing bank, as a rule, on a non-public basis, while international experience provides for a syndicated and public basis for such interaction.
4. The practice of issuing project bonds and equity bank financing is poorly developed, outsourcing is rarely used, in particular, the use of technical and financial consultants necessary for organizing the financing of investment projects. As a result, the labor intensity of the work of a credit institution increases and the level of elaboration of a number of special issues that do not correspond to the profile of financial and banking work decreases.

Along with the above problems for domestic market Project finance is characterized by a number of distinctive features that may also affect the formation and characteristics of this market. Among them:

• provision by Russian banks of project financing services within the framework of financial and industrial groups of which they are members, using this type of financing primarily within the groups themselves;
• active provision of basic services of Russian banks within the framework of project financing of targeted funding of leasing operations - mainly with the participation of affiliated leasing companies;
• often the use of intermediate, or so-called bridge financing, which creates the opportunity to begin project implementation even before the provision of main financing, but is often associated with increased risks;
• strengthening the positions of leading foreign and international banks in the Russian financial market, including project financing services.

The introduction of new financial instruments into the Russian market, borrowing proven foreign experience, is hampered by factors related to legislative regulation of the financial and banking sector, in particular the need to improve collateral legislation. These legal problems affect both the conditions and the very possibility of supporting investment programs implemented on the basis of the principles of project financing, leading to banks building financial structures that often unjustifiably complicate the investment process.

Let's look at some regulatory issues in the field of project financing and ways to solve them within the framework of current legislation. For example, according to the prevailing assessment of the quality of collateral in the Russian banking credit market, ranked in descending order, this type of property rights, such as the right to a monetary claim, often ends up in last place, giving way to this type of collateral, such as a mortgage, which is considered the best and most secure for the interests of creditor type of collateral.

This is followed by any other liquid property (for example, equipment), although the bank may have problems with its sale, as well as a type of collateral such as goods in circulation, which really only performs the function of optimizing the reserves of the creditor bank.

It appears that the pledge of property rights in in a broad sense(this also applies to other rights, for example investment ones) and the rights of monetary claims in particular have an insufficiently clear foreclosure procedure. Indeed, how to force the counterparty to pay the bank, that is, to obtain and legally secure these rights, and even more so, after completing the foreclosure procedure, sell them to a third party?

There are norms of the Law of the Russian Federation of May 29, 1992 N 2872-1 “On Pledge”, regulating the procedure for extrajudicial collection, as well as provisions Civil Code RF on the assignment of rights on the basis of a relevant agreement. In this regard, the natural question is: is the pledge of rights equivalent to their assignment? It turns out that if the borrower refuses to enter into such an agreement (equated to an agreement on extrajudicial debt collection), the counterparty, who is not ready to transfer money to the creditor or transfer property, can use some ambiguity in the Law of the Russian Federation “On Pledge” and the Civil Code of the Russian Federation - in this case, the bank you will have to go to court and demand the transfer of rights to yourself, as well as carry out other lengthy legal procedures (bidding), during which the rights that are the subject of the pledge may “disappear.”

Nevertheless, lending secured by rights and assignment of monetary claims does not contradict the norms of Russian law and is a normal, although not often used, banking practice.

At proper organization In this type of lending, incoming proceeds are credited to the borrower’s account at the servicing bank and can be written off without acceptance to repay the loan - therefore, credit lines are most often used as a loan product.

The use of credit technologies, which are based on financial and other security instruments that are “unregistered” or do not have an appropriate regulatory framework, raises the need to harmonize and harmonize the applicable norms of corporate law under Russian and foreign legislation. It should be noted that the concept of “security assignment” is applicable not only to cases of transfer from the borrower to the lender of rights of monetary claim (receivables), but also to cases of transfer of a number of other rights of the borrower, as well as the rights of other participants in the transaction arising from the relevant agreements and agreements (bank guarantees, sureties, engineering, construction and commercial contracts, tolling agreements, etc.).

One of the credit technologies used in banking practice using a security assignment and pledge of rights of monetary claim in the absence of adequate regulatory framework according to Russian legislation, is a joint organization of lending for such operations by Russian banks and their partners - foreign financial institutions.

In this case, the Russian resident bank is assigned such functions as maintaining current ruble and foreign currency accounts of the borrower and monitoring its financial flows under “working” export contracts, issuing passports for export transactions, and creating collateral in the form of property owned by the borrower property complexes, equipment and other assets and their management, carrying out conversion operations on behalf of the client, etc.

Within the framework of this design, a foreign credit institution, in agreement with the exporter and the Russian partner bank, may be responsible for the structuring and implementation of agreements on security assignment and pledge of rights to monetary claims with the subordination of the relevant contractual documentation to foreign law, which has the necessary legislative basis for regulating the legal relations of the parties in this kind contracts. In this case, on the basis of an appropriate agreement between the participants in the transaction, export proceeds, which are the source of repayment of the loan provided to the Russian exporter, are accumulated either in a correspondent nostro account of a Russian bank in a foreign bank, or in an account opened in a foreign bank directly by the exporter.

As a rule, a special regime for crediting and debiting is established for such bank accounts. Money, arising from the relevant contractual (commercial) documentation. As for lending itself, if there is the borrower’s approval in principle, this issue is resolved on an interbank basis. Partner banks determine which of them and in what volume (ratio) provides the necessary credit resources - this can be a direct loan from a foreign bank to a Russian exporter, and foreign funding of a loan provided to the borrower by a Russian bank (on-lending), and financing client with partner banks on a parity basis.

Here it is important to create a clear interbank contractual framework and ensure coordinated work of partner banks so that the issuance of funds does not get ahead of the actual occurrence and proper legal registration appropriate types of collateral (i.e., the use of a loan would be possible only if there was a proper basis for registration of collateral rights) - this is especially true when future rights of monetary claims are considered as collateral, which in certain situations may not arise.

These credit technologies, which are successfully used in international banking practice of project financing, seem appropriate to be used more widely in the Russian banking market. Such technologies can be used by financial institutions both as secondary loan collateral and autonomously, including in the absence of any other loan collateral, if for one reason or another the lenders are interested in financing a transaction with a given client, and financial position client, business organization, contract base and prospects for the development of cooperation meet banking requirements, for example when clients are enterprises and companies of the oil and gas industry gas industry. Another possibility may be the use of the considered lending technologies along with traditional types of collateral in the Russian credit market, that is, their “embedding” as components into a more complex and expanded structure of loan collateral. These types of collateral, as well as financial instruments that strengthen the position of creditors (credit enhancement), may, along with those mentioned, include, for example, obligations of the main shareholders of the borrower to supply their own liquid products, occurring before their direct payment obligations under the guarantee agreement, as well as reserve loans (contingency loans), for a certain period, insure the main creditor against failures in debt servicing and, thus, providing time to resolve problems with loan repayment if they arise.

The development of project finance in Russia will obviously be characterized by both institutional and legal changes, and by expanding the product range of project financing as a comprehensive banking product.

The implementation of legislative initiatives in this area will make it possible to involve in investment processes a large number of negotiable, but “non-performing” assets, which currently cannot be the subject of collateral due to a direct legislative prohibition and (or) the lack of an adequate regulatory framework.

It is known that a significant number of different types of property, despite their obvious economic value, are “non-performing” assets (subsoil use rights, future property rights, concession property, etc.). It is obvious that the elimination of existing prohibitions and restrictions, as well as the creation of conditions for the use of relevant types of property as capital, could provide enterprises and companies in relevant industries with wider access to financing. Along with this, by reducing the time and financial costs of participants in collateral legal relations, a reduction in the costs of providing secured and (or) partially secured financing, ultimately attributable to the cost of investment programs, would be achieved.

Adequate legislative regulation of collateral operations will also make it possible to significantly reduce the costs of participants in investment projects - both mortgagors and mortgagees - on the procedures for administering collateral property (assessment, registration, monitoring, implementation, etc.), as a result, time and material resources should be freed up for its productive use. In general, as a result of optimizing costs not only in the financial but also in the real sector, improving the legislation on collateral will help improve the efficiency of the economy.

Despite what was demonstrated during the period financial crisis overaccumulation of capital in financial sector, a significant share of the bank lending market in developed countries is occupied by loans secured by property collateral. The provisions (cash reserves) that financial institutions are required to create for such credit transactions are significantly lower than for unsecured loans, however, the real opportunity to increase the efficiency of credit transactions by reducing the funds “frozen” in provisions is lost when banks, for legislative reasons, do not have the ability to foreclose on the collateral - as a result, issued loans de facto become unsecured, and the provisions created are insufficient to cover the losses of creditors. Thus, loans secured by property collateral will help increase the stability of the Russian banking system as a result of the transition of the corresponding categories of collateral from the group of formal to real and liquid collateral, which, in cases stipulated by the contract, creditors can foreclose on. For example, it is known that due to the length of procedures for registering and removing a mortgage, there is no practical possibility of refinancing mortgage loans when the market becomes able to attract a loan secured by real estate on more favorable terms - that is, there are artificial obstacles to stimulating interbank competition in the credit market. It seems that eliminating the restrictions that exist for this type of operation and reducing the costs associated with obtaining a mortgage will increase the volume of refinancing loans and reduce their cost. In addition to reducing the cost of borrowed resources, high-quality collateral achieved through adequate legislative regulation will make it possible to increase lending terms.

Improving pledge legislation will make it possible credit institutions expand its product range, including project, structured and infrastructure financing, syndicated lending secured by property, etc. In turn, the presence of potential for development and growth of the financial market on a secured basis as a result of expanding the debt financing instrument will create conditions for more fully meeting the needs of the economy in investment resources. In general, the reduction of material and time costs associated with registration of collateral and management of collateral, as well as with the foreclosure of the collateral, as well as the elimination of obstacles to healthy interbank competition, the creation of real conditions for assessing the quality of collateral, will make it possible - all other things being equal conditions - to reduce both the basic level of interest rate on a loan secured by such collateral and the size of the margin (premium) for various credit and project risks. The emergence of new secured credit products on the Russian financial market, expanding the possibility of refinancing loans, accelerating the attraction of financing as a result of simplifying and shortening the terms of credit and collateral procedures should increase both the number of borrowers acceptable to banks and the volume of borrowing, which is one of the recognized indicators of the level of development of the credit industry. market and financial system the country as a whole.

These and many other issues that are directly related to project financing, such as the emergence of a mortgage in relation to an unfinished construction project and the corresponding legal relations under the mortgage agreement, the security assignment of monetary claims, the use of special legal structures (SPV - fund and company) to attract financing, management and protection of creditors and investors from the risk of deliberate and (or) forced bankruptcy by legislatively establishing rules that make it in principle impossible to apply any bankruptcy procedure to such structures, legal regulation special legal capacity of design companies require legislative registration.

The concept of bankruptcy protection implies that a specially educated entity(project company) is limited in its ability to initiate the procedure for its voluntary liquidation or reorganization. At the same time, all project participants undertake to not apply for liquidation of the project company or initiate bankruptcy proceedings against it. The concept of special standing, which is part of the concept of bankruptcy protection, is based on the fact that a special legal entity is not permitted to issue any additional debt instruments, participate in a business combination, or engage in other transactions and actions other than those directly necessary for the purposes of project.

Purposeful work on a set of these problems over a long period of time is carried out within the framework of joint project The Ministry of Economic Development of Russia and the European Bank for Reconstruction and Development with the participation of the Law Firm "Liniya Prava". Its result should be the preparation of bills on the development of project financing and improvement of collateral legislation. Thus, rule-making ways to solve the problems of public-private partnerships were discussed at the hearings held in November of this year on the need to adopt the law developed by the Law Firm "Liniya Prava" federal law"On public-private partnership"<1>. An obvious argument indicating the need to expand the legal framework in this area is the lack of provisions in the legislation on the procedure for transferring land for the implementation of projects on the basis of public-private partnership, which leads to the need for complex auction procedures. Legislative regulation requires the assignment to the private partner of an adequate set of project risks based on models accepted in international practice, provision on a competitive basis to the private partner various types property and support (guarantees, collateral, etc.), etc. The choice of configuration options for legislation on public-private partnerships is entrusted to the Ministry of Economic Development, the Ministry of Finance and the Ministry of Regional Development, which must decide: to develop regional legislation or adopt a federal law.

<1>See the official website of "Lines of Law" (http://www.lp.ru/press/news/publichno-chastnoe-partnerstvo/). A package of documents (the draft federal law “On Public-Private Partnership”, an explanatory note and a certificate of the need to adopt a federal law) can be obtained at [email protected].

Conclusions. It seems that in any development scenario legislative framework and in conditions of greater harmonization of the Russian and international legal framework of work using the principles of project financing, this type financial services will remain a “piecemeal” and largely centralized banking product - from this position it is hardly legitimate to raise the question of the prospects for its standardization and, especially, mass application. This is due to the need for long-term lending in a significant volume at moderate interest rates, as required by most investment programs, and to the availability of adequate access for financial institutions acting as lenders to long-term credit resources on the international capital market, and to high requirements to specialists responsible for the examination and structuring of projects submitted for financing. A similar practice is typical for the international financial market - not all banks, including large ones, have divisions specializing in project financing.

A.L.Smirnov

consulting group

How to find investments to implement a business project? There is a “classic” option - applying for a loan from a commercial bank. You can try contacting a specialized investment or venture fund. But there is another, no less promising scenario - using project financing. What is this format of interaction between an investor and an entrepreneur?

Definition of the term

What is project finance? According to a common interpretation among Russian experts, this is the direction of borrowed funds in favor of objects, implying subsequent self-sufficiency. How is project financing fundamentally different, for example, from lending?

First of all, a mechanism for distributing risks among those participating in the project. Another important criterion that determines the essence of this phenomenon is that the repayment of loans is supposed to come from a specific source, namely the proceeds generated by the project. Additional investment resources, as a rule, are not considered.

With a loan, you can de facto pay the bank any way you like. This can be either revenue or a completely third-party source. This is unprincipled. However, if project financing of investment projects is carried out, then it is important for those who invest that the object pays for itself.

Benefits of project financing

The phenomenon in question is considered quite new for Russia. Active use of the opportunities provided by project financing is carried out by the players Russian market about 20 years, Western companies - about 30-40. What are the advantages of this form of finding a source of funds?

Firstly, it is targeted. This is its advantage over traditional lending. If we compare this phenomenon with venture investments, then the degree of risk is, as a rule, incomparable, or even reduced to a minimum. Venture investor he can invest in a completely unsuccessful project. “Minefields” of project financing, as a rule, are not so heavily “stuffed” with explosive elements. Business within the framework of this model of relationships between entrepreneurs and investors, as a rule, is conducted within a predictable framework, where there is room for rational calculation and adequate forecasting.

Peculiarities

What are the features of project financing? First of all, the main generator of revenue is, as a rule, not revolutionary technologies, and already successfully tested somewhere. This attracts many investors. Also, the number of those who are willing to invest in the project, as well as those who share responsibility, is usually much larger than with venture and loan agreements.

National significance

How important is project financing in Russia from the point of view of the development of certain market segments? Experts believe that the role of this investment institution can be quite large for our country. According to some researchers, the growth potential of the Russian economy largely depends on the development of progressive forms of lending, which, on the one hand, would allow a reasonable degree of burden for borrowers, and on the other hand, would guarantee a certain result for investors.

Industry specifics

Which industries are most often used? this method financing? Experts believe that project financing is best compatible with strategically important segments of the Russian economy - mining, energy, construction, especially in areas related to federal road infrastructure.

Project characteristics

Despite the fact that among world economists there are no common approaches to determining the typical characteristics of projects, the funding of which is carried out through the mechanisms in question, some experts still identify several criteria.

Firstly, long-term borrowing - about 10-20 years. With banking and venture capital raising options, these terms are usually several times shorter.

Secondly, in project financing, mechanisms for diversifying credit risks are used. Such as, for example, government guarantees, insurance, attracting large investors represented by federal and international banking structures.

Third, as a rule, various consulting structures (offered by the investor or the funding object) are involved in participation in projects, which are capable of providing expert assessment prospects of the financed business model and increase its efficiency.

Agreement conditions

The principles of project financing involve the conclusion of agreements between investors and entrepreneurs, the content of which may be completely non-standard. The structure of the agreement and the legally established mechanisms for the rights, obligations and responsibilities of the parties can vary greatly depending on the specific project. At the same time, there is still a set of characteristics recognized by a number of experts that are common to most business models within the framework of project finance. Let's list them.

• The main subject of the agreement is a loan.
• The parties to the transaction are the “project organizer” and the investor (“lender”).
• The source of loan repayment is fixed - the proceeds from the project.
• Responsibility for risks is distributed between the project organizer and the investor.
• The use of mechanisms for redistributing loan responsibilities is present, although some experts believe that more often it has limitations.
• The right to receive a share of the proceeds is proportional to the amount of payments from each investor.
• A mechanism is provided for the redistribution of shares in the project between investors in accordance with the estimated volumes of risks.

Investments for nothing?

In some cases, forms of project financing allow that the subject of the agreement will include not only loan funds, but also sponsorship funds (which do not imply repayment obligations on the part of the funding object). Experts call the case when the subject of the agreement between an investor and an entrepreneur includes only a loan, “project lending.”

Definition of responsibility

Let's consider the nuance regarding point number 4 in the list that we compiled above. Typically, there are three main options here.

According to the first, the borrower is in principle released from the obligation to repay the loan funds. There is no so-called “recourse” - a requirement to compensate the borrower for losses. In this sense, the pattern of interaction between an entrepreneur and an investor is close to a venture one. This takes into account not only financial risks, but also, for example, political ones. Typically, the loan terms for this type of agreement are quite strict.

The second option - “regression” is fully borne by the borrower. This option is very close to a classic loan from a bank.

But in this case, the borrower can receive investments on quite comfortable terms.

The third scenario is that responsibility is distributed in approximately equal proportions between the borrower and the lender.

In order to count on a fair balance of obligations, an entrepreneur attracting investment needs to develop a model that will convince the partner that the resources needed to implement the project are sufficiently diversified and the likelihood of losses is low.

Regression by agreement

In some cases, options are allowed to determine the responsibility of the parties, when the entrepreneur receives some additional preferences not related to the project in exchange for recourse - full or expressed in prevailing proportions. This could be, for example, entry into the authorized capital of an investor company without connection to the implementation of the current project.

That is, relatively speaking, if the current business idea cannot be implemented and will bring losses, then the investor’s next project, if profitable, will bring revenue to the entrepreneur. Another option: the funding object accepts full recourse, but agrees with the lender that if difficulties arise, the loan can be repaid on preferential terms - on a flexible schedule, with a revision of the interest rate, etc.

Profitability dictates terms

The most rarely practiced option is the first. It is applicable in areas where profitability is practically guaranteed ( oil industry, export of other popular types of raw materials, metals0. Basically, the regression is completely shifted to the entrepreneur. At the same time, it is usually more profitable than a regular bank loan due to a lower rate and, as we have already said, the availability of benefits when repaying the loan.

Also, the borrower may agree to a full recourse if the project clearly does not look profitable, or analytics have shown that the market is not as promising as the investor wants.

Also, the lender can only agree to this option if the project lacks additional guarantees - from the state or from large banks.

Another possible scenario is that an entrepreneur agrees to complete recourse if the interest rate on conventional bank loans is too high for him.

Financial instruments

What financial and legal instruments are used to fund projects? Experts identify the following types of them.

• A lending agreement (usually if the loan source is a commercial bank) for project financing.
• Agreement for the supply of materials or equipment. This option is common in cases where, for example, project financing of construction is carried out.
• An agreement to provide certain resources for rent or lease.

In some cases, other documents may be attached to the agreement. This may be an agreement on insurance of certain risks.

Project requirements

What are the requirements for projects applying for funding under the scheme in question? Let us list those that often appear in expert sources.

Firstly, the project must be accompanied by documentation that contains a detailed economic justification for the business idea. If we're talking about about a relatively standardized industry, for example, construction, then an appropriate estimate (which can also be analyzed by an investor or bank) of project financing is drawn up.

Secondly, the market where the project is expected to be implemented must have significant capital intensity. Financing of business ideas that imply work in new, untested segments is carried out within the framework of the model in question quite rarely.

Third, the production base (or its potential) of the project is studied. Even if the idea is sufficiently good, and the market is sufficiently capital-intensive, the enterprise must have the resources to implement the plan. The investor must also ensure their sufficiency.

State format

In Russia, the state takes an active part in project financing. Eat special institution, whose activities are carried out in this area. This is the Federal Center for Project Finance. This organization, based on information published in industry catalogs, is engaged in consulting activities.

The competence of this structure includes projects implemented at the regional and municipal level. The FCPB participates in their preparation with the subsequent attraction of extra-budgetary funding sources. The department is mainly interested in the development of social infrastructure, transport system, utility resources, as well as the Russian energy industry. Also, the priorities of the FCPB are integrated development those territories where infrastructure problems are systemic in nature.

In a number of cases, the Federal Center for Project Finance conducts specialized financial and economic examinations and helps companies find economic justification in preparation for various investment rounds. One of the main forms of FCPB activities is public-private partnership, or PPP. Among the areas where it is used intensively is heat supply. The Federal Center for Project Finance appeared quite a long time ago, in 1995. FCPB is a subsidiary of Vnesheconombank, all shares of the center belong to this credit organization.

The fact that project financing in our country is extremely poorly developed and the great potential of this mechanism remains practically unused has been repeatedly noted at various discussion platforms. Alexey answers NBJ’s questions about why this is happening and what should be done to improve the situation in this matter SAVRASKIN, CEO Sprout Force Capital company, which specializes in attracting financing to enterprises and projects in the real sector of the economy.

NBJ: Alexey, in your line of work you interact both with entrepreneurs - applicants for financing, and with the investment banking community. What are the statistics successful projects who received funding?

A. SAVRASKIN: I can only provide unofficial data arising from the practice of our work. It's no secret that banking criteria for selecting projects are quite strict - on average, from the flow of applications, from 10% to 35% are accepted for consideration. The degree of bankers’ loyalty depends on the current market situation: macro economic indicators, the policies of the Central Bank of the Russian Federation, the position of the banks themselves that provide financing, as well as a number of other factors. But even with such a strict selection of applications, only two out of ten projects real business, financed by banks, are successful, the rest are either unprofitable or teetering on the brink of life and death. Quite often we hear the opinion of business owners that there is no project financing as an institution in Russia at all.

NBJ: What is the reason for this situation? It turns out that even a fairly strict system for selecting applications for funding does not ensure a high-quality flow of projects.

A. SAVRASKIN: Your question already contains the answer. The project selection system used by Russian banks is not capable of ensuring a high-quality flow of projects. Historically, this system has remained virtually unchanged over the past 40 years. It is based on an assessment of credit history and current financial condition the initiator of the project, as well as the market in which he plans to operate. Of course, there are many more criteria, but these are the main ones. The assumption is based on them: since the dynamics of the company’s financial indicators have improved over the past three years, this will continue to happen; Once the project initiator manages to provide confirmation of guarantees for the sale of future products, this will provide a revenue base. On this basis, it is concluded that, overall, this is a good project.

NBJ: Everything seems logical. But why then does this approach not work?

A. SAVRASKIN: At one time it was justified because the linearity and duration of the processes were different, but now the world has changed a lot. Dynamics and cyclicality have increased, leaving no trace of the previous linearity, and this dictates a change in player strategies. The traditional evaluation system, which relies only on retrospective indicators, does not allow predicting the future of the project. A good financial “yesterday” does not in any way guarantee a successful “tomorrow” even for very stable businesses. Failure to take this factor into account leads to dramatic consequences. A clear confirmation is the “collapse” of large holding players, which we regularly observe in different markets.

NBJ: Confirmation of guarantees for the sale of future products also cannot be an argument for project financing?

A. SAVRASKIN: Absolutely right. Product sales guarantees that banks require for project financing are not de facto such. A businessman I know from Canada, who had experience dealing with Russian banks, once remarked that the people working there are certainly professionals in their field, but “they look at the world very strangely.” Explain, he asked me: the investment phase of an industrial project lasts on average two to three years, do they really not understand that during this time the situation will definitely “float away”? Why ask for product sales guarantees? Even if I “draw” them and bring them such a document, it is unlikely that it will guarantee that the world will not change during this time. Despite a certain amount of irony, the Canadian’s words have a practical meaning.

NBJ: So the problem is in inertia of thinking, in psychology?

A. SAVRASKIN: Yes, we are just used to a certain order of things. Here it is appropriate to quote Nassim Taleb, famous American economist and an expert in the impact of random and unpredictable events on world economy and stock trading. His approaches are very consonant with me. Taleb says that those who want to survive and develop successfully in modern world, it is necessary to change the paradigm of thinking and approaches to collecting information for decision-making: “In a primitive environment, the tangible is always important. Our attention, by the will of our biology, is directed not to the important, but to the tangible, and the important is often discreet, intangible. Our emotional apparatus is tuned to perceive linear causality. But modern reality rarely spoils us with sustainable linear progress that gives us a sense of satisfaction.” The problems of bank project financing can also be viewed from this angle.

But the root of the problem lies even deeper. The project selection system does not exist on its own. It operates within a larger system called a bank, whose primary purpose for existing is to preserve capital. Please note - not the implementation of business projects, not the creation of new enterprises, but the avoidance of losses. It would seem that there is nothing wrong with this. Not losing your money is a normal desire of the bank, which supposedly should not interfere with the other party to the transaction, the entrepreneur, from implementing his project. But this is only at first glance…

NBJ: How is it really?

A. SAVRASKIN: Between the motivations of the project initiator and the bank, there is a visible or invisible contradiction, a conflict of interests. For example, banks, wanting to increase the borrower’s liability in project financing, require a personal guarantee, although in most cases it is unlikely to compensate for losses in the event of a billion-dollar project default. Whoever came up with such rules expected that a person would try his best to make his project successful, since the risks of failure for him would be catastrophic (he could lose everything, including the roof over his head). In addition, there is also a preventive measure included - no one will steal. Entrepreneurs have their own logic in this regard. Some of them, before agreeing to such financing conditions, ask the question: how much money needs to be withdrawn from the project to third parties in order to cover the possible loss of personal property in favor of the bank in case of default? Others, not wanting to jeopardize the well-being of their family, completely refuse to lend on such terms. Thus, the bank’s focus on avoiding losses often prevents truly promising or even breakthrough projects from being realized. If you “compress” all the reasons for banks’ losses in project financing into one, then you can see the law of equilibrium in action - those who are initially focused on not losing are doomed to lose.

NBJ: In your logic, banks look like some kind of “stranglers” of projects and ideas. Do bankers really not understand this, or do they still realize it, but for some reason do not want to change the rules of the game?

A. SAVRASKIN: In a sense, the second assumption is correct, but this is not malicious intent, but the law of their existence, as I said above. I wouldn't blame the banks alone. It takes two to dance tango: the problem is that the market cannot offer banks a stream of quality projects that they could consider as a ready-made and attractive investment product. After all, what is the specificity of project financing? The fact is that it is by design. If we omit a set of standard definitions, then, in essence, a project is a potential unfolding over time, which should be realized, turning into a directed flow of energy, and it should be enough to achieve the set goals. But, as they say, “a rare bird will fly to the middle of the Dnieper,” because this very potential must first be created and done correctly and accurately, and then it must be competently deployed into the stream. And this, if you like, is an art: we are talking about creating such a project architecture in which it will be, in principle, feasible and capable of maximum effective way achieve the goals for which it was intended.

This is the task of professionals, who, unfortunately, are almost non-existent in our country. Numerous intermediaries and consultants, the so-called “packagers” of projects, are capable, at best, of only structuring the material that falls into their hands. We do not yet have an industry of “production projects” suitable for financing as such. The banks themselves cannot and should not do this, so they try, using the usual patterns, to select projects whose potential is initially excessive, that is, capable of covering losses associated with errors and miscalculations, which usually take place at the project design stage and “climb out.” » at the implementation stage. As a result, mainly projects are financed big business, and a lot of really interesting entrepreneurial ideas of a smaller caliber remain overboard. One way or another, the reality is that banks in Russia are not development institutions and are unlikely to become one in existing system coordinates, because in this case we will develop at the pace of a turtle.

NBJ: In fact, there are a lot of enterprises that need funds for the next leap in development. What to do to meet this demand?

A. SAVRASKIN: We need institutions, tools, mechanisms that are capable of being fast, flexible and assessing the situation from other positions. More specifically, firstly, all interested parties should change their perspective on the essence and nature of the project and, finally, realize that it is impossible to predict the future (project feasibility and its success) by looking into the past. Secondly, in order to find something lively and promising, it is better to abandon the analysis of unnecessary information, change the selection criteria and the methodology for evaluating projects. It is initially extremely difficult for bank employees to do this, since they are dominated by the requirements of the Central Bank. It is very important for entrepreneurs to understand that their problem is not always solved through bank project financing. Most often, it is one of the final phases of work on the architecture for solving their problem.

It is obvious that a certain “third link” is needed, capable of creating solutions that reconcile the so-called conflict of interests of banks and businesses, uniting and creating a balance of their positions. Therefore, thirdly, both parties to project financing transactions need to stop doing their own thing and realize that working with investment projects is a separate area of ​​activity. To avoid time and money losses (and time is an even more important resource in project financing than money), it is better to involve professionals for these purposes. There are still only a few players working in the unique niche of “business project architect,” but they are the ones who can ensure the connection between supply and demand in the field of project financing.

A. SAVRASKIN: We won’t be able to give a detailed story during the interview, so I advise those who are interested to go to our company’s website. In answer to your question, I will say the following: since we talked about the project selection system, I think it makes sense to mention the tool used in our practice. We call it “determining the feasibility potential of a project,” and its main difference from the traditional assessment system is that it is focused not on the past, but on the future. To get an idea of ​​the potential of the project, its feasibility and the possibility of successful implementation, we, as it were, complete the vision of the project to 3D perception, that is, we examine it in dimensions that the traditional assessment system cannot “reach”. The proposed technology helps the project initiator identify errors in its current architecture and correct it, as well as get an idea of ​​the variability of possible scenarios for organizing financing and implementing the project. For the bank, such research provides an additional piece of information to make a more accurate decision regarding the project it is considering. This also allows him to obtain information that he will not be able to see in the documents provided to him by the project owner in accordance with the established regulations.

NBJ: Do you use any Western technologies?

A. SAVRASKIN: This is our technology, Russian production. We are generally a smart and talented nation, rich in brilliant ideas and developments. Another question is that they are often assembled by foreigners, and then sold to us under the guise of “Western technologies.” With all due respect to foreign auditors and consultants, they will never be able to dig deep enough to understand the “mysterious Russian soul”, and therefore, they will not be able to understand the true reasons for what is happening to us.

IN market economy Financing of investment projects has become widespread, when the main collateral for loans provided by banks is the project itself. This practice, called “project financing,” is effective tool primarily in relation to projects related to capital-intensive industries, such as the fuel and energy complex, mining and processing industries.
The basic principles of organizing the financing of investment projects include /44/:
participation in the project of reputable partners prepared for cooperation;
qualified preparation of a feasibility study and its preliminary approval with the bank if it is expected to participate in the project as a lender, guarantor or agent (financing organizer);
sufficient capitalization of the project, satisfactory resolution of issues of construction and operation of the project, transportation and marketing of products;
clear definition of project risks and their division between participants;
availability of an appropriate package of security and guarantees.
A significant part of investment projects is financed from the founders’ own funds. This practice is consistent with the general approach to financing new projects, which consists in the fact that costs and risks should be primarily borne by the initiators (founders) of the project, who, as shareholders, have the opportunity to receive high income, while lenders can only count on timely repayment of the loan and interest .
Calculations of the funds required for the implementation of an investment project make it possible, already at the initial stage of design and commissioning of an enterprise, to assess the capabilities of its founders, the need for borrowed funds, determine the expected profit after putting the enterprise into operation, and distribute the risks of its creation and activities among all participants in the project.
Project finance methods began to be used in the early 80s to describe and characterize certain types of financial and commercial transactions, which enabled the initiators of investment projects to reduce the cost of repaying debts, reduce the risks associated with the operation of equipment, and establish long-term relationships with suppliers of raw materials and semi-finished products. , benefit from the support of financial institutions, including direct or indirect budget support.
There are several definitions of the term “project financing” /44/:
financing based on the viability of the project itself without taking into account the creditworthiness of its participants, their guarantees and guarantees of loan repayment by third parties;
investment financing, in which the source of debt repayment is flows cash, generated as a result of the implementation of the investment project itself;
financing, in which the lender evaluates, firstly, cash flows and the volume of expected receipts to determine the prospects for the return of the funds provided, and, secondly, the assets of the enterprise that serve as collateral for the loan;
financing secured by the economic and technical viability of the enterprise, allowing it to generate sufficient cash flows to service its debt.
From the above definitions it follows that project financing is characterized by a special method of provision, which is based on confirmation of the reality of receiving planned cash flows by identifying and distributing the entire range of risks associated with the project between the parties involved in its implementation.
In banking practice, depending on what share of the risk the lender assumes, the following types of project financing are distinguished (Fig. 3.3).

Rice. 3.3. Types of Project Finance
Project financing with full recourse to the borrower (recourse is a reverse demand for compensation, return of the amount paid). This is the most common form of project financing and is preferred due to the speed and ease of obtaining the necessary funds to finance the project, as well as the lower cost of this form of financing compared to others.
Financing with full recourse of creditors' claims to the borrower is used in the following cases:
provision of funds for financing low-profit projects of national importance, non-self-financing projects (creation of infrastructure, etc.), which have the ability to repay loans from other income of the borrower;
providing funds in the form of an export credit, since many specialized agencies for providing export credits have the ability to take on project risks without additional third-party guarantees, but agree to provide funds only in this form;
insufficient reliability of guarantees issued for the project, although they cover all project risks;
providing funds for small projects that are sensitive to even small increases in costs (may be linked to arranging other forms of project finance).
Project financing with limited recourse to the borrower. This is the most common form, in which, during the development of the possibility of financing a project, all risks associated with its implementation are assessed. They will be distributed between the parties in such a way that the latter can assume the risks that depend on them.
The advantage of this type of project financing is the moderate price of financing and the maximum distribution of project risks for the borrower. Parties who are interested in implementing the project assume commercial obligations instead of issuing guarantees, which is also a definite advantage.
One of the types of project financing with limited recourse to the borrower is financing that does not affect the balance sheet of organizations. The use of such financing has a lesser impact on the borrower's financial position and balance sheet than previous types, which explains its popularity. The borrower must provide only certain guarantees and partially pledge its assets. In addition, the borrower can benefit from the following additional benefits:
the ability to attract funds that cannot be obtained from conventional sources;
with the correct distribution of risks for the project, favorable conditions for the provision of loans are ensured;
payment obligations to creditors do not place a burden on the borrower;
Good organization of project financing can improve the borrower's reputation and make it easier to raise funds in the future.
Project financing without recourse to the borrower. In this case, the lender does not have any guarantees from the borrower and assumes almost all the risks associated with the implementation of the project. This form of project financing is the most expensive for the borrower, as the lender expects to receive adequate compensation for the high degree of risk.
The lender can assume a small part of the project risks if it is possible to develop an appropriate system of obligations of the parties involved in the project. This applies to issues of supply, transportation, sales, insurance, etc. In this case, the borrower has certain advantages, since he does not incur the costs of raising funds and his credit rating gives him the opportunity to raise funds for other needs.
As a rule, creditors have to provide certain benefits: participation in the authorized capital, concluding long-term contracts, a flexible loan repayment schedule, etc.
This form of financing is used quite rarely due to its great complexity, significant time spent on creating a system of commercial obligations, and large financial costs (for attracting specialists, paying for consulting services, etc.).
Without recourse to the borrower, projects that have high profitability and ensure the production of competitive products and, above all, projects related to the extraction and processing of minerals are financed. In order for lenders to consider the risk of investing in a project acceptable, the following conditions must be created:
the use of proven technology that allows us to produce competitive products;
the ability to assess the risk of construction, ramping up to design capacity and the risks associated with the operation of the financed enterprise;
the final product must have a sufficiently large sales market and be easily sold, since only in this case can price risks be determined;
agreements with suppliers of raw materials and components, if necessary;
agreement with energy suppliers with the establishment of marginal (maximum) prices;
political stability in the country.
One of possible options The composition of the main participants in investment projects is presented in Fig. 3.4.
The implementation of many projects becomes possible as a result of the involvement of an experienced financial consultant who presents the project in accordance with the requirements international standards, facilitating the selection of potential investors and lenders. Both consultants and lenders, such as a bank or other financial institution, can take on this role. Project implementation work usually includes the following stages:
preliminary study of the viability of the project;
development of a project implementation plan;
organization of financing;
control over the implementation of the loan agreement.

Preliminary study of project viability.
Consultation and a project viability analysis are conducted prior to presenting the project to investors to determine whether the project is worth further investment of time and money and whether the cash flow generated will be sufficient to cover all costs and generate an average target profit. The main tasks of a financial consultant are:
assessment of the main goals of the project founders;
verification of plans and deadlines for their implementation by the founders;
searching for reasoned answers to possible questions from investors;
proposing alternative ways to achieve set goals.
At this stage, a feasibility study is carried out, which includes the following sections.
1. general information according to the project:
the design, main goals and advantages of the project;
history of the project development, indicating previously carried out studies and conclusions drawn from them;
main parameters of the project, type and range of products, capacity, timing of the project;
information about the main shareholders (name, address, nature of activity, range of products, total assets, annual sales volume and its dynamics in last years etc.).

	Design financing
Sponsor (organizer)				Contractor
A commercial or government organization that ensures coordination of the interaction of all project participants, negotiations, analysis commercial offers contractors and suppliers, formation of a complete financial package, selection of financial partners, formation of authorized capital				The company hired to design and construction
Creditors				Supplier of equipment
Providing loans				The contractor himself or his branch, or subsidiary who have signed contracts for the supply of equipment
Borrower -				Domestic suppliers
Specially created company				Supply of raw materials, materials and components
Primary risk holders				Operating organization
Providing guarantees in case of materialization of special risks				A specially created company to manage the project after its completion
Residual risk holders				External buyers
Lenders or other project participants taking on unidentified risks				Purchase of manufactured products based on long-term contracts
Independent engineer				Consultant on insurance
Assessment of the technical readiness of the project and the implementation of realistic deadlines and costs of the project				Identification of insurable risks, assessment of the degree of project security using insurance coverage
Financial Advisor				Tax consultant issues
Ensuring favorable financial, credit and settlement conditions for project implementation				Analysis of the tax situation in the country and tax obligations of project participants
Legal consultant				Marketing Consultant
Preparation of documents, review of all agreements and contracts for the project				Assessing the reliability of project indicators

Rice. 3.4. Project finance participants and their functions

2. Market analysis containing conclusions about:
capacity of existing international and domestic markets (volumes of demand, supply in the past and forecast for the future);
the dynamics of world, domestic wholesale and retail prices, markups and tax discounts provided to wholesale and retail traders, the presence of excise taxes and subsidies in domestic prices;
possible conditions for the sale of goods for cash, on credit, against a guarantee;
transport components, advertising, service;
domestic and foreign manufacturers, their production capacities and scale of production, the quality of manufactured goods, the main problems of development;
ratio on domestic market foreign companies and domestic producers;
the share of the relevant industry or service in the national economy, tax benefits;
national (local) specifications regarding standards and production when carrying out marketing work;
requirements of international standards for products.
3. Analysis of technological possibilities, including justification of the selected technological process in order to convince shareholders, banks and other financiers that the proposed technology is the most efficient and economical. In this case, the following are analyzed:
world technologies and technological processes, suitable for the implementation of the project;
costs of acquiring technology, their share in the total investment costs of the project, methods of reimbursement (through royalty payments or through dividends);
compliance of technology with security requirements environment from the state and local administrative authorities.
4. Location of the enterprise (site selection), containing conclusions about the suitability of the selected site for the implementation of the project, taking into account the results engineering surveys, research on economic and geographical factors, as well as the following information:
quantitative and qualitative assessment of the location of the enterprise, size land plot alienated for main and auxiliary production;
valuation of alienated land, form of payments (acquisition of ownership, lease, etc.);
requirements of local legislation on environmental protection and a possible increase in the cost of the project in connection with this;
accounting for the supply of raw materials and other material resources, proximity of sales markets;
description of the expected impact of the project on increasing employment, development of the transport network, environmental pollution, etc.
5. Material factors of production, including:
specific cost indicators;
quality of material factors of production;
continuity of supply;
main local and foreign suppliers.
6. Labor resources, broken down by category (workers and employees, local and foreign) and identifying the total costs of their payment, including training.
7. Timing of the project, including such stages as:
identification of investment and other factors for project implementation;
preparation of a preliminary feasibility study;
final negotiations and signing of contracts;
Preparation design and estimate documentation;
construction;
commissioning;
power development;
reaching design capacity.
In the case of developing an innovative project, in addition to the stated schedule, an additional schedule is calculated, characterizing not only organizational, but also technological stages implementation of the project, which can be divided into phases:
technology development;
production of laboratory samples;
production of a pilot industrial sample;
development of a technical project;
preparation of design estimates for launch into mass production;
construction;
commissioning;
reaching design capacity.
8. Accounting for taxes and deductions. When preparing a feasibility study, the following taxes and deductions should be taken into account:
income tax;
tax on dividends;
taxes on the import of equipment, raw materials and materials;
customs duties when exporting;
local taxes;
mandatory sale of foreign currency;
value added tax in rubles and hard currency on the balance of currency after its mandatory sale;
payments for special and pension insurance;
insurance of fixed capital and inventories;
property tax;
contributions to the reserve fund;
contributions to the development fund;
contributions to special funds;
contributions to the fund for social and cultural events;
contributions to the fund material incentives.
9. Financial and economic assessment of the project. This section can be divided into two parts: informational and analytical. The first part should contain initial information for efficiency calculations, presented in the form of tables. The second part, being a derivative of the first part, consists of tables characterizing the movement of funds, profits, assets, liabilities, as well as economic performance indicators obtained on their basis.
Development of a project implementation plan.
The planning stage covers the process from preliminary consultations and preliminary studies of the viability of the project to the organization of its financing. at this stage, all indicators and risks for the project are assessed with analysis possible ways development of economic, political and other situations. The role of the consultant is reduced to predicting the impact on the viability of the project of factors such as interest rates on loans, credit and currency risks, inflation rates, etc. His task also includes determining the best ways to organize financing and mobilize the necessary borrowed funds. This stage ends with negotiations with suppliers, contractors and other project participants.
Organization of project financing.
After completion of the first two stages of the project, the consultant prepares, formalizes and presents his proposals for organizing a project financing scheme to potential lenders. He, as a third party, provides information about the founders, main officials who will participate in the implementation of the project. One of his main tasks at this stage is to create an image of highly qualified, experienced, responsible founders who can successful implementation project. In his proposals, the consultant, as a rule, lists all guarantors, in addition to the founders, interested in implementing the project. Stakeholders may be suppliers (manufacturers) of equipment and materials, consumers final products, contractors, state organizations.
The choice of the country in which the project is planned to be implemented is justified, the construction estimate and the timing of putting the facility into operation, as well as interest on the construction loan, if necessary, are discussed in detail with the lenders. At this stage of project development, the expected cash flow guaranteed by the project is analyzed in detail, and the directions for spending funds are also considered (creation of various funds, covering costs, paying interest on the principal debt, etc.). The assumptions used in the calculations are also explained here, and the dimensions are justified. authorized capital(while creating joint stock companies) and working capital. after discussing all issues and adopting the necessary amendments, the financing scheme is approved and agreements on the provision of the required funds are signed.
Monitoring the implementation of the loan agreement.
After organizing project financing, the role of the credit administration and financial consultant is reduced to monitoring the implementation of loan agreements in terms of both targeted spending of funds and timely repayment of the loan. If, during the implementation of a project, problems arise related to receiving revenue in different currencies, the consultant provides assistance in its conversion, placement, and insurance of currency risks.
The role of consultants is usually performed by banking institutions, investment firms, financial services companies or specialist advisory firms. When choosing a financial consultant, project founders are usually guided by the following criteria:
reputation of the institution;
market position;
experience in the area where the project is planned to be implemented;
existing experience working with this consultant;
work experience in other countries;
the possibility of a financial consultant participating in the project as a lender or guarantor.
As a rule, banking institutions most fully meet all these criteria, which explains their dominance in this sector of the financial services market. One of the services provided by banks is a special type of project financing, which is an analysis of the project proposed by the client, bringing it to a level that allows organizing financing, conducting negotiations to identify possible lenders and selling the latter a developed version of the project with its findings and conclusions. The development of such financing projects by first-class banks is considered by lenders as an additional guarantee of the viability of the project. In this regard, such a package partially covers the bank’s expenses for developing the project and the amount at which the bank estimates its guarantee in the form of developing and offering the project to creditors.
One of the indispensable conditions for the implementation of the project is the correct choice of lenders. After two stages of project development, the founders draw up a list of potential lenders and investors. Sources of loans can be:
government of the country;
commercial banks;
financial companies;
investment companies;
leasing companies;
Insurance companies;
international financial organizations;
private individuals.
The main source of loans is usually commercial banks. Before negotiating with a banking institution, the borrower needs to evaluate its capabilities. If the project requires the investment of significant funds, then the bank must be able to provide at least part of such funds. As a rule, the organizers of investment projects try to establish relationships with a banking institution that has experience in financing projects. The bank should be interested in continuing cooperation within the project and, in addition to loans, provide the client with other services.
Along with banks, other financial institutions may also participate in the financing of investment projects. In this case, the role of banks is reduced to elaborating various options for the presented project, organizing its financing, developing risk distribution schemes for the project, etc.
For its part, the bank carefully analyzes the project proposed for financing, based on the following requirements that it must satisfy:
a thorough and professional analysis of the economic and financial viability of the project;
satisfactory financial position, qualifications and intentions of the founders;
there is a need for products or services that will be offered to the market as a result of the project;
stable political situation in the host country;
fame of the founders and those who stand behind them, etc.
During the development and implementation of a project, various risks may arise, which, as shown in /44/, can be divided into technical, financial, marketing, political, legal, environmental and risks of project participants. The risk structure is shown in table. 3.1.

With the development of the project method of doing business throughout the world, the need arose to introduce a fundamentally new mechanism for raising funds, allowing work to be carried out without initially having any cash collateral. Next, let's look at what project financing is and how it differs from other types of raising money in the public and corporate sectors.

Concept of project financing

Project financing is a way of raising funds to ensure long-term financing. It is also called an investment loan. The peculiarity of the method is that the money is issued not against a state or corporate guarantee or against the security of property, but against the cash flow that the project will generate after its completion. From the point of view of traditional lending, this loan looks low-income and risky.

Not everyone is able to obtain government guarantees, and obtaining collateral against cash assets can be difficult. high degree wear and therefore low cost. In an investment loan, the main guarantees for lenders can be a license, the development and use of particularly valuable assets, the right to use, and production of products.

In the world, the practice of investment lending is already quite developed, however, for Russia it is still unusual. Most banking organizations will not risk lending funds to a promising but risky startup. However, when a team of well-known professionals is formed, and the initiative itself promises good profit, then the chances of obtaining the necessary capital increase significantly.

Investment loan financing instruments can include: share capital(direct investments), letters of credit, bank loans, leasing, and sometimes trade loans. Projects with potentially high returns are in demand, such as the construction of housing, industrial and commercial facilities, the launch of the production of a new type of product in demand on the market, the repurposing or modernization of an enterprise.

In order to obtain this type of financing for the implementation of the idea, a project company must be created as a separate legal entity. Money is allocated for the implementation of certain goals, cost items are clearly defined, and the borrower cannot change them at will. If with corporate financing all risks fall on the organizing company, then with an investment loan the risks are divided between the initiator, the lending bank and the borrower.

In Russia, it is very rare that the full amount is allocated for the entire initiative; most often, bankers require that the borrower invest part of their own funds, usually in the amount of 25-40% of the total amount.

Wherein initial work(FEED, feasibility study, design documentation) is paid by the initiator of the plan, and credit days are connected at the construction stage. After the end of the investment phase, the newly created assets are pledged to the bank against the loan received.

To reduce the likelihood of losses in such risky lending, banks conduct a detailed examination, draw up business plans, feasibility studies, financial models, marketing research. This forces all parties to delve more deeply into the specifics of the business and understand the processes that occur in it. If we are talking about construction “from scratch” or modernization of an existing facility, then attention is drawn to the availability of a land plot in the property or under a long-term lease. In addition, the organization that will carry out construction and installation work is of great importance.

There are two main forms of funding allocation for this type of initiative support:

• Co-financing. With it, all lenders are united into a single pool (syndicate, consortium), and a single loan agreement is concluded with the borrower.
• Parallel independent financing. In this case, each banking organization provides money for its subproject (part of the overall undertaking), concluding a separate loan agreement with the borrower.

An investment loan is sometimes called “recourse financing,” that is, with a requirement to repay the loan. There are three main forms of funding allocation:

Unlike conventional lending, before making a decision on investment lending, the period for reviewing the submitted application is longer and can range from several months to a year and a half.

Specifics of working with an investment loan

Project finance is based on certain principles that apply to all similar cases. The specificity is due to the high degree of risks for the parties, so much attention is paid not only to the company receiving the funds, but also to the idea itself proposed for implementation.

The project is highlighted separately from the main activity of the company, a legal entity is created through which all payments are made. This has its advantages and is necessary for a number of reasons:

• Activities to implement the plan begin “with a clean face.” Removing all manipulations into a separate structure allows you to avoid problems that may be associated with the activities of the main company in the past, for example, with audits of fiscal services for previous periods, invalidation of individual contracts or lawsuits in other areas.
• The project becomes more open and transparent. All payments and planning of financial flows are well monitored; there is no intersection with other financial flows of the company. Transparency increases the perceived value of a project and promotes trust among multiple partners.

All possible risks are carefully examined and measures are taken to reduce them to a minimum in order to attract investors. This work is carried out at the pre-investment stage. After considering potential hazards, each party assumes the portion of risks that it can manage and control as effectively as possible. For example, risks can be distributed as follows:

• give political ones to the involved government body;
• technology to be entrusted to equipment suppliers;
• market transfer to product buyers and their partners through the mechanism of specialized contracts.

Participants in the undertaking provide each other with functional guarantees in the form of “comfort letters” or by concluding a memorandum of understanding or preliminary agreements with buyers. The ideal option is to receive government guarantees on preferential taxation or special conditions on certain period, this is possible given the social significance of the initiative being implemented.

Financial models, used for an investment loan, are very important for the stability of the implementation of the plan. Modeling is carried out by creating structured pro forma statements that are integrated into calculations of the project's balance sheet, its cash flows and expected profits. Internationally generally accepted financial reporting standards are a good help for this.

Construction financial model is made on the basis of assumptions regarding the key factors affecting the business made during planning. To do this, specialists must carefully study the features of entrepreneurial processes in the desired area and the relationship with key factors. The more accurately the expected activity of an object is modeled, the more reliable the estimates of its cash flow, which is the basis of the loan, will be.

High-quality management of the implemented initiative directly depends on the professionalism of your own or invited managers, their readiness and ability to properly organize communications between partners and participants in the undertaking, and coordinate their actions. Management must properly set up issues of marketing, finance, logistics, and information exchange.

It is often practiced to engage an experienced financial advisor who can provide analytical, legal and information support ideas. Most often, help is needed in solving the following problems:

• choice best structure project;
• preparation of a business plan, information and investment memorandums;
• organization of necessary examinations (technological and engineering);
• searching for investors and shareholders, organizing negotiations with them;
• measures to reduce costs and maximize the expected price of the object;
• developing ways of interaction between organizers and creditors, resolving current monetary and legal issues;
• regular preparation of progress reports;
• assistance in developing controls, management accounting and personnel management.

Project financing involves the allocation of funds for a long period, which is unusual for Russia, where “short money” is more often used. Rarely does the implementation of a large-scale initiative take 2-3 years; as a rule, the invested money will begin to be returned to the lender in 5-10 years. During this period, only preparatory work, economic calculations and preparation of the plan take a year and a half.

All these activities require considerable investments, which can amount to 10% of the total cost or even more, and they fall on the initiator of the plan. At the same time, investors do not always take these costs into account when drawing up an agreement and require that 25-30% of their money be invested in the venture in order to confirm the seriousness of their intentions.

Roles of process participants

As noted above, unlike the case of obtaining a traditional loan, an investment loan is possible only with the involvement of a wide range of participants who distribute risks. These include such organizations.

Financial institutions, allocating funds. Typically, large banking organizations that have the ability to allocate money or other assets with a deferred repayment period are ready for project loans. Banks try to minimize the risk of losses by allocating funds not at once, but in separate tranches according to an approved schedule. If something goes wrong, you can stop the project, avoiding large losses. There is also the opportunity to introduce your own controller into the project, who has the right to stop risky transactions.

Initiator. He is required to have management experience in the relevant field, since his area of ​​responsibility is the operational part and sales performance indicators (KPI). A good name and authority among product buyers is desirable. It's easier to get a loan now well-known companies who decided to expand their business. Bankers' requirements for them are more loyal than for individual clients who just want to start their own business.

Landowner. A common practice is when the owner of a land plot transfers it to a landless initiator for management, receiving in return a share in the project. The cost of a plot directly depends on the location, availability of automobile and railways, availability of energy resources, availability of building permits.

Technical customer. Such specialized organizations are attracted by banks in cases where it is necessary to perform complex construction works, to which are not applicable standard options. The technical customer carries out the entire range of work:

• engineering (research, approvals, design);
• supply of materials and equipment;
• construction (selection of contractor, construction work, commissioning).

The risks of the technical customer are completing the work on schedule and meeting the budget. He pays for overruns (increasing prices by subcontractors, unaccounted for work) out of his own pocket.

Investor. As a rule, banks do not cover all the needs of the initiators, so an investor is required who will fully or partially cover all financial issues for a share in the business being started. Investors are usually private individuals who do not expect to actively participate in the development of production subsequently. Their interests are most often limited to the desire to profitably resell their share to large players in the market after its value increases or to receive dividends ( passive income) from using the object for its intended purpose. If it concerns the extraction of natural resources, then it is possible to use a mechanism such as an agreement on the division of extracted products.

Advantages and risks of investment lending

Project financing makes it possible to implement a new initiative without being tied to the previous long-term activities of a company or organization. Moreover, unlike many other undertakings, with such support the management system used is of great importance, which automatically makes the project much higher quality and predictable.

In many business plans, marketing and financial justification are placed in the first place, relegating to the background the issues of recruiting and training personnel, establishing a system of interaction, information and organizational support. When considering an application for an investment loan, all aspects of the issue without exception are carefully studied in order to avoid losses that will have nothing to cover.

The main risks in project financing are as follows:

• changes in the political situation that could affect the key parameters of the plan;
• legal issues, in particular, obtaining the necessary permits and licenses;
• errors in economic calculations regarding the level of demand for products and its profitability, which will not allow covering all costs;
• rising prices for raw materials;
• failure to meet deadlines for construction and commissioning of the facility;
• significant excess of the approved estimate.

Russian conditions are not yet able to reliably protect business from external non-economic influence, therefore banking institutions are very reluctant to provide long-term loans without reliable confirmation of highly liquid collateral or government guarantees.