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GLOSSARY

Debenture definition

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Published by a UU��ֱ�� Pensions expert

What does Debenture mean?

In the UK this is a bond secured by a prior claim on the assets of the issuer or, in some circumstances, by specific assets of the issuer. A debenture holder is entitled to appoint a receiver if necessary.

Pensions

In the UK this is a bond secured by a prior claim on the assets of the issuer or, in some circumstances, by specific assets of the issuer. A debenture holder is entitled to appoint a receiver if necessary.

Debenture - Legal Definition

View the related checklists about Debenture

Company records—rights to inspect and request copies—checklist

Company records—rights to inspect and request copies—checklist The Companies Act 2006 (CA 2006) specifies the rights of members (and in a number of cases, non-members) to inspect and request copies of certain types of company records. Set out below are the types of company records to which members and other persons have rights to inspect and/or request copies. CA 2006, s 1136 and the Companies (Company Records) Regulations 2008, SI 2008/3006 set out further procedural requirements and in respect of rights to inspection and requests for copies of company records. See Practice Notes: Company records—members' resolutions and directors' minutes and Location, inspection and copying of company records under the Companies (Company Records) Regulations 2008. Company record Section of CA 2006 Right to inspection Right to copies The register of members CA 2006, ss 114–116 YMembers—free of chargeAny other person—prescribed fee YOn payment of such fee as may be prescribed The historic register of members CA 2006, s 128D YMembers—free of chargeAny other person—on payment of such fee...

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Taking security—fixed charge—checklist

Taking security—fixed charge—checklist Scope of this Checklist This Checklist sets out the factors to consider when a company is proposing to grant a fixed charge. It assumes that an English or Welsh company will be granting a number of fixed charges to a lender situated in England or Wales. In this Checklist: • the company granting the fixed charge is called the 'chargor' • the entity to which the charge is granted is called the 'chargee', and • the document containing the fixed charge is called the 'security document' Fixed charges can be granted in a standalone security document or form part of the security created by a debenture (see: Documentation required to create a fixed charge below). Debentures also contain floating charges. For more information on floating charges, see: Taking security—floating charge—checklist and Practice Note: Fixed and floating charges. Preliminary questions before taking security by way of a fixed charge • Is a fixed charge the appropriate method of taking security? ◦ A fixed charge can be granted by...

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Key features of debentures

Debentures are used in many types of financing where it is desirable to take security over all of the assets of a particular entity. They are a form of umbrella document, incorporating many types of security over a broad range of assets.What is a debenture and when do you use one?What is a debenture?In the context of secured lending, the term 'debenture' means a form of security agreement that grants security interests over a broad range of the security provider's assets as collateral for either the security provider's own obligations or the obligations of a third party.The term 'debenture' can also refer to a document that either creates or acknowledges a debt.This Practice Note deals with debentures as a form of security in the context of secured lending. In particular, it considers:•the formalities required for a debenture•the legal principles to be considered•the fixed security normally secured in a debenture•the floating security under a debenture•perfecting the security, and•enforcing debentures and floating chargesWhen do you use one?Debentures are used where the lender...

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Enforcement—debentures and floating charges

What is a debenture?In the context of secured lending, the term 'debenture' means a form of security agreement that grants security interests over a broad range of the security provider's assets as collateral for either the security provider's own obligations or the obligations of a third party.Debentures typically include:•fixed security over specific assets, ie:◦mortgages (including assignments by way of security)◦fixed charges, and•a floating charge over all of the other assets of the security provider (ie all the assets that are not covered by the fixed security)For more information on debentures and their formalities, see Practice Note: Key features of debentures.In the event that a company cannot meet its obligations under a loan agreement or other financial arrangement, lenders will need to consider the options available to them to recoup their losses. One option is to enforce their security.Subject to the security having been duly registered at Companies House and at any relevant specialist registry, a secured lender can enforce its security in a number of ways depending upon the nature...

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Joint venture shareholders’ agreement—deadlock (50:50)

Joint venture shareholders’ agreement—deadlock (50:50) This Agreement is made on [insert date] 20[insert year] Parties 1 [Insert name of first shareholder] incorporated in England and Wales under number [insert company number] whose registered office is at [insert address] ([A]), 2 [Insert name of second shareholder] incorporated in England and Wales under number [insert company number] whose registered office is at [insert address] ([B]), and 3 [Insert name of the company in which the shares are held] incorporated in England and Wales under number [insert company number] whose registered office is at [insert address] (the Company). BACKGROUND (A) The Company, at the date of this Agreement, has in issue ordinary shares of £[insert nominal value] each, of which one ordinary share has been issued fully paid and is registered in the name of [A] and one ordinary share has been issued fully paid and is registered in the name of [B]. (B) The Company shall carry on business in accordance with the terms and conditions of this Agreement....

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Share purchase agreement—pro-buyer—corporate seller—conditional—long form

Share purchase agreement—pro-buyer—corporate seller—conditional—long form This Agreement is made on [insert day and month] 20[insert year] Parties 1 [Insert name of selling corporate entity] incorporated in [England and Wales OR [insert country of incorporation] OR with registered number [insert company number] whose registered office is at [insert address] (the Seller); 2 [Insert name of purchasing corporate entity] incorporated in England and Wales OR [insert country of incorporation] OR with registered number [insert company number] whose registered office is at [insert address] (the Buyer), and 3 [Insert name of guarantor entity] incorporated in England and Wales OR [insert country of incorporation]] with registered number [insert company number] whose registered office is at [insert address] (the Guarantor) [(each of the Seller, the Buyer and the Guarantor being a Party and together the Seller, the Buyer and the Guarantor are the Parties).] Background (A) The Company (as defined below) is a private company limited by shares and is incorporated in [England and...

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Dive into our 87 Precedents related to Debenture

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A debenture has been filed and accepted on the charges register at Companies House. In the party particulars of the debenture, it refers to the old registered office for the company against whom the charge is registered. At the time the document was signed and dated, the registered office had changed. Does this pose a problem for enforcement of the charge should that need to occur?

A debenture has been filed and accepted on the charges register at Companies House. In the party particulars of the debenture, it refers to the old registered office for the company against whom the charge is registered. At the time the document was signed and dated, the registered office had changed. Does this pose a problem for enforcement of the charge should that need to occur? A debenture is a written agreement between a lender and a borrower giving security (whether by fixed or floating charge) over the assets of a company, and is registered at Companies House. Section 859A of the Companies Act 2006 (CA 2006) provides that a charge created by a company must be registered by the registrar provided that a CA 2006, s 859D statement of particulars is delivered to the registrar within a period of 21 days after the creation of the charge unless an order extending time has been made. The particulars required do not include the registered address of...

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When is a private company allowed to offer shares to the public? Would an offer to several investors or a group of high net worth individuals be construed as an offer to the public?

When is a private company allowed to offer shares to the public? Would an offer to several investors or a group of high net worth individuals be construed as an offer to the public? Prohibition of public offers by private company (Companies Act 2006, Part 20, Chapter 1) Under section 755(1) of the Companies Act 2006 (CA 2006) a private limited company must not: • offer to the public any securities (ie shares or debentures) of the company, or • allot or agree to allot any securities of the company with a view to their being offered to the public Further CA 2006, s 755(2) confirms that, unless proved otherwise, an allotment or agreement to allot securities will be presumed to be made with a view to their being offered to the public if an offer of the securities (or any of them) to the public is made: • within six months after the allotment or agreement to allot, or • before the receipt by the...

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Charge over IP addresses—fixed or floating? (Re UKCloud Ltd (in liquidation))

Banking & Finance analysis: This News Analysis looks at the case of Re UKCloud Ltd (in liquidation) in which the court was asked to give directions on whether a charge over IP addresses was fixed or floating.

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Restructuring & Insolvency weekly highlights—6 June 2024

This week's edition of Restructuring & Insolvency weekly highlights includes: a case in which a bankrupt sought to divert after-acquired property (Hyde v Djurberg), a case concerning the position of a paid-up secured creditor in an administration (Re Pindar Scarborough Ltd),plus a round-up of news and cases for restructuring and insolvency professionals.

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