When it comes to all manner of repurchase transactions (repos) â involving such participants as financial institutions and central banks â it is crucial for various priorities to be catered for.
It is in the interests of the parties in repo transactions to maximise efficiency, minimise complexity, and reduce transaction costs. For these reasons, the Global Master Repurchase Agreement â or GMRA â was published in its first version in 1992.
This standard master agreement for repo transactions has been developed and published ever since then by the International Capital Market Association (ICMA), the representative body for Europeâs cross-border and repo markets.
How did the GMRA evolve through the decades?
Following the publication of the first version of the GMRA, this master agreement received a substantial update in 1995, incorporating lessons learned from the Barings crisis. A further update came in 2000, in the aftermath of the Russian and Asian financial crises.
The 2000 version of the GMRA went on to perform well. Indeed, while another update was made to the agreement in 2011, this was not because of any material deficiencies the Great Financial Crisis of 2007-8 may have exposed.
Instead, this latest version was largely borne out of a wish to harmonise the GMRA more closely with other master agreements, such as the Global Master Securities Lending Agreement (GMSLA) and the ISDA Master Agreement.
Another priority at this time was to make sure modifications to the GMRA reflected evolving market practices and general legal developments over the previous decade. This 2011 version continues to be the presently applicable GMRA, as of 2025.
So, it is essential under the GMRA to have a UK outsourced process agent?
To answer this question, a sensible first point of reference is the latest GMRA document itself. Sure enough, the standard agreement doesnât stipulate any inherent requirement for a process agent to be appointed.
However, there are other factors that will dictate whether a UK outsourced process agent will be needed in relation to any specific GMRA transaction. These include the locations of the parties involved, as well as the governing law for the agreement, and practical considerations.
A classic example of a situation in which a UK-based process agent wouldnât typically be required, is if both parties to the given repo transaction are already registered and operating in the UK, with addresses that allow for the serving of legal documents. In a situation like this, service can take place directly under the Civil Procedure Rules (CPR).
However, there are a few other potential scenarios in which a UK outsourced process agent may be required, or at least advisable. These include:
- If one of the parties to the transaction is outside the UK. With the GMRA being governed by English law, if one of the parties has no UK presence (for example, if it is a US firm with no physical office in England), the appointment of a UK process agent can help ensure smooth legal proceedings, in the (hopefully unlikely) event of them being needed.
- If it is a requirement of the contract. Presuming one of the parties in a transaction is in the UK, and the other party is in another jurisdiction, the UK-based party may insist on a process agent clause in the contract for the non-UK counterparty.
- If it is a practical necessity. As we touched on above, efficiency and speed are vital priorities when it comes to repo transactions. When securities or cash are at stake, it can be greatly helpful to have a process agent appointment in place, to prevent any avoidable delays in the serving of notices or court papers.
Would you like to learn more about the setup process for a UK outsourced process agent, while having your questions answered about process agency services?
If so, please feel free to enquire to our team at London Registrars today; you are also welcome to download our brochure for this service.