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The World Bank's Negative Pledge: a Shield for the World Bank, or its Sledge Hammer Against Sovereigns?

The World Bank’s negative pledge (“WBNP”) clause should be regarded as the Eighth Wonder of the World, and the First Wonder of the Sovereign Borrowing World. It should be so regarded, not particularly because it is a negative pledge clause—as negative pledge clauses exist elsewhere and with other development financial institutions and international lenders—but because it is so broadly worded that attempting to circumvent it must be a wonder for any sovereign borrower so attempting. The World Bank ensures this wonder, by inserting a clause in loan contracts that it enters with debt-struck sovereigns, which clause presupposes that any lien created on any public assets as security for external debt that would result in offering priority to a third-party lender, would equally and ratably secure all amounts payable by the borrowing sovereign to the World Bank. This is what many regard as a negative pledge, and is contained in section 6.02 of the Revised IBRD and IDA General Conditions 2017 (“Section 6.02 or “WBNP”). This article challenges the sustainability of the WBNP, examines outcomes of conflict between the WBNP and a subsequent (or well earlier) secured lender, and proposes a repurposing and modification of the WBNP.