The Trust Indenture Act (TIA) of 1939 governs public offer and sale of debt securities like bonds, debentures and notes that carry a fixed rate of return like interest. The US Securities and Exchange Commission (SEC) administers the TIA. The SEC has made different regulations under the Trust Indenture Act.
According to Trust Indenture definition it is a written agreement by and between a corporation and its debt issue holders stating interest rates, maturity dates, collateral and other terms and conditions. It is a contract setting forth the rights and obligations of the issuer, bondholders, owner and trustee. SEC regulation under the provisions of the TIA also governs the field of trust indenture.
The TIA mandates the appointment of a trustee to take care of the interests of the holders of debt securities or bonds of the issuer. The TIA prohibits public offer or sale of bond issues above $ 5 millions without a written agreement or an indenture setting out the terms of issue by and between the bond issuer and the bondholders, represented by their trustee. The said conditions of issue must be in conformity with the parameters laid down in the TIA.
In the event of the bond issuer becoming insolvent or even in case of repeated defaults in the payment of bond interest, the trustee can put the assets of the issuer on which the issue of bond is secured to sale, in order to repay the bondholders their capital with arrears of interest, if any. Where the proceeds of such sale of security are inadequate to meet the dues of the bond holders in full, the shortfall is considered as unsecured debt of the bond issuer.