Trust Deed And Note Template for Hong Kong

The Trust Deed And Note is a sophisticated legal instrument used in Hong Kong for structuring debt securities and establishing the framework for their issuance and management. This document type is essential when companies or entities wish to issue notes or debt securities through a trust structure, providing additional security and flexibility for investors. It combines elements of trust law and debt securities regulation, making it particularly suitable for corporate financing, structured products, and secured lending arrangements. The document must comply with Hong Kong's legal requirements, including the Trustee Ordinance and Securities and Futures Ordinance. It is commonly used in capital markets transactions, corporate bonds issuance, and structured finance arrangements where a trustee holds and manages assets or security for the benefit of noteholders.

1. Parties: Identifies all parties including the settlor, trustee(s), note issuer, and initial noteholders

2. Background: Sets out the context of the trust creation and note issuance

3. Definitions and Interpretation: Defines key terms and interpretation rules for the document

4. Declaration of Trust: Formal establishment of the trust and its purpose

5. Note Terms and Conditions: Core terms of the note including principal amount, interest, maturity, and payment terms

6. Trustee Powers and Duties: Comprehensive outline of trustee's authority, responsibilities, and limitations

7. Rights and Obligations of Noteholders: Details the rights, privileges, and obligations of noteholders

8. Transfer and Registration: Procedures for transferring notes and maintaining the register

9. Meetings and Resolutions: Procedures for noteholder meetings and decision-making

10. Events of Default: Circumstances constituting default and consequent remedies

11. Trust Administration: Day-to-day administration procedures and requirements

12. Remuneration and Indemnification: Trustee compensation and protection provisions

13. Amendments and Waivers: Procedures for modifying the deed or waiving requirements

14. Termination: Circumstances and procedures for terminating the trust

15. Notices: Communication procedures between parties

16. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction