What Delays a File, and How to Avoid It
Financings are rarely lost to a single dramatic obstacle. They are lost in increments, each of them small enough to look reasonable at the time, and each one defensible on its own. A document that was ordered a little late. A reply that answered most of a request. A figure that was updated for one institution and not for another. None of these is a failure. Together they are the reason a transaction that should have closed on its own terms closes on somebody else’s, or does not close at all.
The useful thing about delay is that most of it is manufactured by the borrower’s side of the table, which means most of it is removable. There are genuine external constraints in every financing, and they deserve respect. But they account for a smaller share of the lost calendar than borrowers assume, and they only become fatal when avoidable delay has already spent the margin that would have absorbed them.
The delay that was already inside the file when it was sent
The most common delay in cross-border financing is created before a lender is ever contacted, by sending a file that depends on documents nobody has ordered. Registry certificates for companies in more than one country. Powers of representation in a form a foreign notary will accept. Apostilles. Sworn translations. A tax certificate. A lawyer’s confirmation of which security the structure can actually grant. Every one of these is obtained from an institution or a professional who has a queue, and none of them moves faster because the transaction is urgent.
Borrowers send the file anyway, on the reasoning that the process may as well start while the paperwork catches up. It is an understandable calculation and it is almost always wrong. Underwriting is not a conveyor that runs alongside the missing items and collects them as they arrive. It is a sequence of dependent checks, and a verification that cannot be completed is not slowed, it is suspended. The transaction then sits in a state that looks active from the outside and is entirely static, sometimes for a long time, while everyone involved waits for a certificate that could have been requested at the outset.
There is a second, quieter version of the same error. The documents exist, but in the wrong form: a power of attorney that does not cover the specific act, a corporate certificate older than the receiving institution will accept, a translation that is accurate but not sworn, a signature that was never legalised. These are discovered late, because they are only tested at the moment they are used, and each one restarts a process that runs abroad and cannot be chased effectively from here.
The remedy is unglamorous and completely reliable. Before anything is submitted, list every document the transaction will need from a third party, order the slow ones first and run them in parallel, and have somebody who knows the receiving jurisdiction confirm the form each one has to take. This work has no visible output and it is the single largest saving available in the whole process.
The partial answer
A lender sends a request for four items. The borrower has three of them ready and sends those, intending to follow with the fourth. It feels efficient, cooperative and fast. It is the most expensive habit in the process, and it is almost universal.
An institution cannot act on three quarters of a request. The analyst opens the response, finds it incomplete, sets the file down and moves to the next one. The transaction leaves the analyst’s desk and rejoins the queue, and when the fourth item finally arrives it does not resume where it stopped: it waits for the analyst to return to it, re-read the file, and reconstruct where the assessment had reached. What the borrower gained in a day of apparent responsiveness is lost several times over in queue position and lost context.
There is a related habit that costs more. Answering a request with an explanation rather than a document. The borrower knows why the figure differs, or how the ownership works, or where the money came from, and writes it down clearly. The analyst cannot use it. Credit and compliance functions proceed on evidence, and a clear explanation with nothing behind it converts one open item into two, because now the explanation itself has to be verified. Verbal comfort given in a meeting has the same fate, and worse, since it never reaches the committee at all.
What works is dull and it works every time. Answer the whole request or say plainly which item is outstanding and when it will arrive. Answer in the form asked for rather than the form available. Send documents rather than accounts of documents. And answer at once, because a file that responds immediately keeps its place in every queue it currently occupies, while a file that responds slowly teaches the institution that it can be set aside without consequence.
More than one version of the same transaction
Transactions change while they are being financed. The price moves, the budget is revised, a valuation arrives, an equity contribution is restructured, a co-investor joins or leaves. None of that is a problem in itself. The problem is that the change reaches some documents and not others, and some institutions and not others, and the file quietly begins to contain two accounts of the same transaction.
An analyst who finds a figure in the sources and uses that does not match the purchase contract, or a rent in the cash flow that does not match the lease, does not simply correct it. Correction is not their job and it is not their risk. They raise a query, and while it is open they treat every other figure in the file as unverified, because they now know that at least one of them was not maintained. A single inconsistency therefore does not cost one query. It costs the credibility of every number around it, and it can send the file back for a full reconciliation that takes longer than the original assembly did.
The damage multiplies when several institutions are in the conversation. In one financing we were brought into, an international group with a viable opportunity was receiving inconsistent answers for exactly this reason: each institution had been given different information, and no two of them were assessing the same transaction. The remedy was not more documents but one complete file, prepared before any further conversation and maintained as a single version.
The discipline is one maintained, dated set of figures, from which every institution is served, and a rule that when a figure changes the whole page changes and every reader receives the revision at the same time. This looks like administration. It is the mechanism that keeps the answers comparable, and it is also the thing that protects the borrower from showing one lender an optimism that the others were spared.
The wrong interlocutor, on both sides
Delay is often nothing more than a conversation happening with a person who cannot move the file. On the lender’s side, the relationship contact is not the analyst, the analyst is not the credit officer, and none of them is the committee. A borrower who only ever speaks to the first of these can be entirely satisfied with the responsiveness of the institution and completely unaware that the file has not yet been allocated internally. Asking directly who is assessing the transaction, what remains open on their list, and when the decision-making body next sits is not pushiness. It is the only way to see the process at all.
On the borrower’s side, the same problem takes a different shape. The documents are held by an accountant in one country, a lawyer in another and a corporate administrator in a third, and every request from the lender has to travel through the borrower to reach them and back again. Each leg adds a day that nobody records as a delay. The borrower is also, usually, the person negotiating with the seller and running a business, which means the file waits for whatever time is left over.
The most damaging version of this is a single person as the only point of contact and the only source of authority. When that person is travelling, unavailable or simply busy, the entire transaction is unavailable, including at moments when a signature or a confirmation is all that is required. Cross-border work adds jurisdictions with different working calendars and holiday periods, and a transaction that depends on one diary will eventually meet one of them at the wrong moment.
The fix is structural and takes an afternoon to arrange. Name one coordinator with authority to answer, give the lender and its advisers direct access to the professionals who hold the documents, agree in advance who signs what and who deputises when they cannot, and confirm early who inside the borrower’s own organisation actually takes the decision to accept an offer. Financings have been delayed at the final step because the shareholder whose approval was required had never been told the transaction had reached that point.
The delays that are real, and what to do about them instead
Some of the calendar genuinely cannot be recovered. Valuers have queues and cannot inspect an occupied asset without arranging access. Registries and land registries work at their own pace. Notarial appointments are scheduled around the availability of several parties. Credit committees meet when they meet. Compliance verification of a chain of ownership that ends outside the European Union is thorough by design and will not be shortened by explaining that the seller is in a hurry.
These constraints are not obstacles to be fought. They are fixed features to be planned around, and the planning consists of starting them early and running them in parallel rather than discovering them in sequence. A valuation instructed while the legal review is still open costs nothing extra and saves the whole of its own duration. A notarial appointment held provisionally can be released. The borrower who treats external lead times as inputs to a plan rather than as interruptions to one is not working faster than anybody else. They are simply not spending the same interval twice.
What makes these unavoidable delays fatal is the avoidable delay stacked on top of them. A transaction that has already lost time to documents nobody ordered, partial replies and figures that did not match has no margin left when the valuer is unavailable or the committee sits later than expected. The external constraint gets the blame, and it takes it in every post mortem, but it was rarely the cause. It was the last item added to a load the transaction could no longer carry.
Speed in a financing is not a quality of the lender and it is not a quality of the market. It is a property of the file and of the people answering for it. The institutions on the other side are processing many transactions and are entirely rational about where they spend their attention: the file that is complete, consistent and quick to answer moves through, and the one that is none of those things waits. Both are treated exactly as they present themselves, and the borrower decides which one arrives.
Montclare does not act as a lender. It structures transactions, prepares the file and coordinates financing with authorised institutions.