Reference
Z532/14/1
Title
Trust Deed
(i) T.Balmforth & Company Limited of River Lea Boiler Works, Luton;
(ii) Charles Henry Gough Knowles of Castle Street, Luton, solicitor; Edgar William Brighten of 4 Chapel Street, Luton, solicitor
Date free text
29 Feb 1912
Production date
From: 1904 To: 1912
Scope and Content
Reciting:
- mortgage of 12 Jul 1904 in which (a) in schedule below was security for a loan by Hugh Cumberland to (i) of 8,000 in first mortgage debenture stock;
- mortgage of 19 Feb 1907 between (1) Great Northern Railway Company; (2) T.Balmforth & Company; (3) Hugh Cumberland in which (b) in schedule below was conveyed in trust to (3);
- (1) wished to raise 5,000 in debentures of 100 each at 5% interest;
- (ii) had agreed to act as trustees
Operative Part:
- (i) undertook to pay debenture holders on sums becoming payable;
- (i) conveyed (a)-(b) to (ii) as trustees subject to mortgage of 12 Jul 1904;
- (i) charged as floating security all its undertaking assets and property in favour of (ii) subject to mortgage of 12 Jul 1904;
- (i) appointed (ii) to be their attorneys;
- (i) to be at liberty to continue in possession of heriditaments and manage them without interference of (ii) so long as the security had not become enforceable;
- security of become enforceable in any of the following circumstances: failure to pay interest; failure to pay principal monies; order or resolution to wind up (i); distress or execution being levied or sued; appointment of a receiver; alteration of any Articles of Association to prejudice of security; cessation of business by (i); breach of obligation by (i);
- on security becoming enforceable (ii) to enter premises of (i) and take possession of all or part of (i)'s property, powers to be discretionary in first instance;
- (ii) to hold any monies arising out of seizure of (i)'s assets upon trust;
- (ii) to carry out business of (i) if security became enforceable, applying any profits first to payment of expenses;
- (ii) able to invest profits in any legal way if security became enforceable;
- (ii) might join with (i) in any legal dealings regarding the property;
- (i) covenanted with (ii) to: carry out their business to greatest possible advantage, keeping proper accounts etc., open to inspection by (ii); to keep premises etc. insured against fire, accident etc.; keep premises in repair; allow (ii) to take out insurance on the premises or conduct repairs of (i) in default; to comply with statute in filing reports and statements and registration of mortgages and charges; to pay all rents, rates, taxes etc.; to pay monies owed at request of (ii) with 6% interest; to pay 1/1/- per annum to each of (ii) as well as all their expenses;
- (i) or (ii) had power to call meetings of debenture holders, [with conditions for meetings, voting etc. set out in detail];
- general meeting of debenture holders had following powers: to authorise trustees in possession to give up possession; to sanction release any property charged with security; to sanction changes to rights of debenture holders against (i); to sanction changes to current indenture; to vary security held; to remove any trustees;
- power of (ii) to appoint new trustees etc.;
- power for (ii) to borrow on security of (i)'s premises;
- (ii) to determine all matters of doubt regarding current indenture;
- power for (ii) to exercise any of the following powers: waiving breach by (i) of covenants etc.; delegating any powers; appointing an agent to transact trust business;
- power for (ii) to take advice of any lawyer, surveyor, stockbroker etc.;
- no personal liability of (ii) except for wilful breach of trust;
- power for (ii) to release property securing debentures to (i) once all monies repaid;
- power for (ii) and (i) in agreement to vary terms of indenture
Land Schedule:
(a) several pieces of land in Pondwick's Road and Henry Street, Luton with buildings erected thereon as shown on plan in conveyance of 12 Jul 1904 between (1) Henry Cumberland Brown, (2) Thomas Balmforth, (3) T.Balmforth & Company Limited; less 0a 1r 29p shown on plan in conveyance of 19 Feb 1907 between (1) Great Northern Railway Company, (2) T.Balmforth & Company Limited, (3) Hugh Cumberland;
(b) pieces of land in Luton containing 0a 1r 29p shown on plan in conveyance of 19 Feb 1907 between (1) Great Northern Railway Company, (2) T.Balmforth & Company Limited, (3) Hugh Cumberland; with all buildings erected thereon
Debenture Schedule:
- give details of payment and other conditions attached to each debenture
Level of description
item