Meetings of noteholders

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If you want to change anything in a bearer security, you will need to round up all the noteholders and ask them to agree. This is quite the exercise and involved all the procedural faffery of conducting an formal business meeting — a lost art in these days of zooms, change management and remote working, but once upon a time almost all business meetings had a formal chair, a quorum, a minute secretary and resolutions.

If there is a note trustee, it can make decisions on noteholders’ behalves, but typically it won’t — more than its job’s worth — unless indemnified up the wazoo and the decision is so obviously to the advantage of all noteholders, however perverse or crochety, that no one would possibly complain.

In our electronically cleared times, you don’t need noteholder meetings any more as you can poll people through the clearing systems.

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• A deeper philosophical rumination about why you might need noteholder meeting provisions

See also

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• Enforcing security
• Amendment