A form of loan. Typically, the investor should receive a regular coupon and the return of the principal originally lent when the bond matures.

The Financial Conduct Authority (FCA) has confirmed that the bond consolidated tape (CT) has gone live. Operated by ETS Connect UK, the CT offers a real-time source of prices and trading activity across the UK bond market. The UK is the first country outside North America to launch a consolidated tape for bonds. The service covers post-trade transparency data for bonds admitted to trading on UK venues. Exchange-traded notes (ETNs) and exchange-traded commodities (ETCs) are excluded. The FCA is also working to deliver a consolidated tape for equities.

The Financial Conduct Authority (FCA) is establishing a consolidated tape (CT) for bonds to collate market data, such as prices and trade volumes, in the UK bond market.  It has also been designing a tender process to appoint a CT provider (CTP).  In December 2024, the FCA published a concession notice (Concession Notice) stating that it would publish tender documents for the process to appoint a bond CTP by 31 January 2025. The FCA subsequently announced that there would be a delay to the publication of the tender documents to ensure firms had all necessary information to facilitate a robust tender process.  The FCA now confirms that the tender documents will be published by 7 March 2025. In view of the revised publication date, the FCA is cancelling the Concession Notice and will conduct the procurement of a bond CT under the Procurement Act 2023.

This Checklist provides a high level overview of the process involved in the issuance of mainstream debt securities (plain vanilla bonds). Note that some stages of the process set out below may occur simultaneously. In addition, the timing of the process may also be impacted by factors of the particular transaction, such as whether the issuer is first time issuer, the extent of necessary due diligence and whether the bonds are listed and/or rated. For information on the documentation involved in a bond issue, see Practice Note: Issuing debt securities—key documentation. Appointment of the lead manager Mandate letter • the Issuer appoints a Lead Manager under a mandate letter • the Lead Manager will manage the bond issuance on behalf of the issuer, as well as potentially underwriting bond issue • the Lead Manager may appoint further managers to assist in the bond underwriting and distribution • the terms of the issue will be sent out to the managers in an initial syndicate communication (also known as an invitation telex) sent by the Lead Manager Responsibility—Lead

The requirement to deduct tax from UK source interest payments (ie withholding tax) is one of the key factors to be considered in the context of a bond issue in the UK. Where a tax deduction is required, this is: • at best, a cash flow disadvantage, ie the UK tax withheld can be set off against other UK or foreign tax due on the interest received, and • at worst, a permanent cost, ie the bondholder does not pay tax or pays less tax than the amount withheld on the interest received and cannot reclaim the tax withheld Clearly in either case a bondholder would rather receive the interest gross (ie without any deductions) and, as a result, whether deduction of tax is going to be required on a bond is a very important consideration for the issuer of the bond and the managers or arrangers who are seeking subscribers for the bond. In the context of retail bonds (ie where the bond is issued to consumer investors), market practice is certainly to expect bonds to pay

Where the court appoints a party or other person to find caution (a sum of money as security), this may be done by depositing cash, or by arranging a bond with an insurance company. It ensures that money is available in the event that the security is required. Note ‘caution’ is pronounced to rhyme with station. See also caution.

A measure of the risk associated with buying a bond produced by a rating agency eg Standard and Poors.

Bond trustees’ discretionary powers and bondholders’ consent This Practice Note explains the discretionary powers of bond trustees, including their ability to modify bond terms and waive breaches without bondholder consent. It also looks at why and how bondholder meetings are convened, the conduct of bondholder meetings and the different types of bondholder resolution. Bond trustees’ discretionary powers Bond trustees are granted various discretionary powers under the terms of the trust deed. These powers include the ability to modify the terms of the bonds without the consent of the bondholders. Such discretion can be exercised where, in the opinion of the bond trustee and subject to certain exceptions, the proposed modifications are: • not 'materially prejudicial to the interests of the bondholders' • to correct a manifest or proven error, or • of a formal, minor or technical nature However, this power is rarely exercised where the proposed amendments are material. For any proposed amendments that are substantive or material, it is likely that the trustee will seek to obtain the consent of the bondholders

On an acquisition finance transaction, the special purpose vehicle established to issue high yield debt

An investor who has bought a bond.

A certificate of debt issued, eg by a government or a company.

FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Stamp duty and SDRT will, in 2027, be replaced with a single, self-assessed tax on transfers of securities, the securities transfer tax (STT) (formerly referred to as the securities transfer charge or STC), that will be paid (and reported) through electronic transfer systems such as CREST or, where appropriate, a new online portal. Draft legislation for the STT was published on 13 July 2026, along with explanatory notes, a policy paper and the outcome of the higher rate 1.5% stamp tax consultation. Subject to exemptions, the STT draft legislation includes a main charge of 0.5% for agreements to transfer chargeable securities to another person for consideration in money or money’s worth and, for transfers to a clearance service (CS) or depositary receipt issuer (DRI), a higher-rate charge of 1.5%. The main charge arises when an agreement is made or, in the case of a conditional agreement, when the conditions are satisfied, although, where the agreement is not electronic, the STT charge arises when the transfer