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Structured investment vehicle meaning

What does Structured investment vehicle mean?
A structured investment vehicle (SIV) is a bankruptcy‑remote special purpose vehicle (SPV) used in securitisation and capital markets to purchase mainly highly rated, longer‑dated securities (often asset‑backed or other investment‑grade paper) and fund them by issuing short‑ to medium‑term debt, typically commercial paper and medium‑term notes. It aims to earn the spread between asset yields and funding costs. “SIV” is not defined in legislation or case law; it is a market term used in financing documentation and by rating agencies. Typical legal features include: limited recourse and non‑petition covenants; security over the asset pool in favour of a trustee for noteholders; a contractual priority of payments (waterfall); rating‑driven asset and concentration limits; liquidity or repo facilities; and performance triggers leading to enforcement or wind‑down. Unlike many ABCP conduits, SIVs usually take market value and credit risk on their assets and may include subordinated/capital notes. Usage is broadly consistent across England & Wales, Scotland, Northern Ireland and Ireland. Many historic SIVs were incorporated offshore or as Irish “section 110” companies, with programme documents commonly governed by English law. Following the 2007–2009 financial crisis and regulatory/rating changes, few new SIVs have been established, but legacy structures and documentation remain relevant in restructurings, enforcement and...
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View the related Practice Notes about Structured investment vehicle

PRACTICE NOTES
UK private equity buyouts: key transaction documents, drafting issues and post-completion filings (SPAs/APAs, articles, investment agreements, debt facilities, security and ancillary documents)

The key documents in a buyout include: a sale and purchase agreement articles of association for the investee company, or its parent, which will function as the buyout vehicle/group, i.e. the entity that will acquire the target group or business an investment agreement a facility agreement together with associated security documents For more detailed guidance, see Practice Note: Buyouts. Sale and purchase agreement The sale and purchase agreement records the transfer of ownership of the target business, whether structured as a share sale or an asset sale...

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PRACTICE NOTES
UK investment trusts: chargeable gains exemption; income rules (white list, loan relationships, derivatives); interest streaming; offshore funds; management expenses; VAT - tax treatment of funds and investors

An investment trust is a collective investment vehicle structured as a quoted UK tax-resident company. Despite the name, it is not a trust in legal terms. Where HMRC approval is obtained, investment trusts benefit from exemption from tax on chargeable gains. For further detail on what investment trusts are, as well as the qualifying conditions and ongoing obligations they must meet, see Practice Note: Tax and investment trusts—what are investment trusts? This Practice Note sets out the specific tax rules for approved investment trusts in relation to: tax on chargeable gains tax on income, in particular the treatment of: distributions received trading versus investment transactions loan relationships and derivative contracts holdings in non-reporting offshore funds management expenses the elective streaming regime under which an approved investment trust may designate a distribution to investors as interest VAT Unless indicated otherwise, references in this Practice Note to an...

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PRACTICE NOTES
UK collateralised debt obligations: structures and parties; portfolio management, capital structure and hedging; key legal, tax, credit enhancement and regulatory issues under the UK securitisation regime

This Practice Note outlines collateralised debt obligations (CDOs) and the relevant UK regulatory regime. It addresses: fundamentals such as special purpose vehicles (SPVs), securitisation, tranches, and creating security over a portfolio of financial assets, which may include asset-backed securities (ABS), mortgage-backed securities (MBS) and other issues of CDO securities the key participants in a CDO transaction (arranger, portfolio manager, rating agencies, issuer and investors) the principal CDO structures (cash flow CDO, market value CDO and synthetic CDO) the main portfolio management approaches (dynamic and static) the capital structure of SPVs used for CDO transactions the role of hedging in CDO structures key considerations and legal issues for CDOs (bankruptcy remoteness, methods of transferring the underlying assets to the SPV, jurisdiction and tax issues, credit enhancement and overcollateralisation) What is a CDO? Core concepts Collateralised debt obligations (CDOs) are intricate, high-value arrangements involving many parties, extensive documentation and, commonly, multiple jurisdictions. A CDO transaction involves an orphan shell...

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