Debenture – a voucher for an indebtedness, issued by a corporation, and though unsecured, it is secured only by the debtor’s earning power based on a pledge of income, not by a lien on any specific asset

[fr. Latin debentur “there are owed”]

l. A debt secured only by the debtor’s earning power, not by a lien on any specific asset.  *  Originally, this was the first word of a deed detailing sums acknowledged to be owed.

2. An instrument acknowledging such a debt. — aka certificate of indebtedness.

3. A bond that is backed only by the general credit and financial reputation of the corporate issuer, not by a lien on corporate assets. — aka debenture bond; unsecured bond; naked debenture; plain bond. Cf. BOND (3). [1]

1. A voucher for an indebtedness; a corporate bond, often unsecured, in other instances secured by a pledge of income only.
     See mortgage debentures. [2]

1. An unsecured, long-term corporate bond or note.
     See long-term. [3]

      Excerpt from Thomas Froude & Eric V.E. White’s The Practice Relating to Debentures (1935):

     “The word ‘debenture’ in its archaic sense was applied to a form given under seal as an acknowledgment for goods supplied to the Royal Household, and as such probably meant a charge on Public Funds. The term was further applied to drawback certificates issued for repayment, on the exportation of goods, of duty which had already been paid upon them, and this term is still so used by HM. Customs. . . . The word is now, however, generally used to indicate lan acknowledgment of indebtedness given under seal by an incorporated company, containing a charge on assets of‘the company, and carrying an agreed rate of interest until payment, but the variety of the forms which a debenture may take makes it difficult to find a good general definition in any reported case. [4]

Various Types of Debentures:

convertible debenture: (1908) A debenture that the holder may change or convert into some other security, such as stock.

convertible subordinated debenture: (1961) A debenture that is subordinate to another debt but can be converted into a different security.

fixed and floating debenture:  See fixed and floating charge under CHARGE (7).

sinking-fund debenture: (1893) A debenture that is secured by periodic payments into a fund established to retire long-term debt.

subordinate debenture: (1929) A debenture that is subject to the prior payment of ordinary debentures and other indebtedness.

4. English law. A company’s security for a monetary loan. *  The security usually creates a charge on company stock or property.

5. A customhouse certificate providing for a refund of the duties on imported goods when the importer reexports the goods rather than selling them in the country where they were imported.

debenture bond:  See DEBENTURE (3).

debenture indenture:  See INDENTURE (2).

debenture stock: (1863) 1. Stock that is issued under a contract providing for periodic, fixed payments.  2. English law. A type of bond representing money borrowed by a company using its property or other fixed assets as security.


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[1]: Black’s Law Dictionary Deluxe Tenth Edition by Henry Campbell Black & Editor in Chief Bryan A. Garner. ISBN: 978-0-314-62130-6

[2]: Ballantine’s Law Dictionary with Pronunciations
Third Edition
 by James A. Ballantine (James Arthur 1871-1949).  Edited by William S. Anderson.  © 1969 by THE LAWYER’S CO-OPERATIVE PUBLISHING COMPANY.  Library of Congress Catalog Card No. 68-30931

[3]: Ballantine’s Law Dictionary Legal Assistant Edition
by Jack Ballantine 
(James Arthur 1871-1949).  Doctored by Jack G. Handler, J.D. © 1994 Delmar by Thomson Learning.  ISBN 0-8273-4874-6.

[4]: Thomas Froude & Eric V.E. White, The Practice Relating to Debentures 1 (1935).


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