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Jurisdiction(s):
United Kingdom
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Key definition
Private placement definition

What does Private placement mean? A private placement is the offer or sale of securities to a limited, selected group of investors (typically institutional, qualified or high net worth) rather than to the public. It is usually conducted without a prospectus, relying on exemptions from prospectus and financial promotion rules. The term is descriptive, not a defined term, but it aligns with exemptions in the UK Prospectus Regulation and FSMA s.21 financial promotion regime (England & Wales, Scotland and Northern Ireland), and in the EU Prospectus Regulation and Irish rules (Ireland). Common gateways include offers only to qualified/professional investors, to fewer than 150 persons other than...

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Social Housing Finance in England: Loan, Bond, Private Placement and Note Programme Structures, Security Trusts, Aggregators and Treasury Vehicles for Registered Providers

Practice notes
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This Practice Note outlines the principal deal structures for bond issues, private placements and loan facilities used in social housing finance in England. For further information on social housing finance transactions, see the following Practice Notes:

  • Social housing entities entering into finance transactions
  • The key financing terms in social housing finance
  • Taking and enforcing security from social housing entities

This Practice Note concentrates solely on private not-for-profit providers of social housing registered in England, referred to here as ‘RPs’, as they account for the overwhelming majority of private debt finance raised to date by housing associations. It does not address providers of social housing registered in Wales.

Social housing finance—typical funding principles

In most cases, social housing finance is arranged as general corporate funding rather than funding earmarked for a particular project or development. Security is typically taken over social housing assets, although this is not universal. In recent years, a number of transactions have involved the raising of unsecured debt...

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Web page updated on 21/05/2026

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Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...

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I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...

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