Taxation

Taxation

ANY TAX COMMENTS IN THIS COMMUNICATION IS NOT INTENDED OR WRITTEN BY US TO BE USED, AND CANNOT BE USED, FOR THE PURPOSE OF (I) AVOIDING PENALTIES THAT MAY BE IMPOSED BY ANY GOVERNMENTAL TAXING AUTHORITY OR AGENCY, OR (II) PROMOTING, MARKETING OR RECOMMENDING TO ANOTHER PARTY ANY MATTERS ADDRESSED HEREIN.

THE OPINIONS EXPRESSED HEREIN ARE SUBJECT TO CHANGE AT ANY TIME, AS ARE STATEMENTS OF FINANCIAL MARKET TRENDS, WHICH ARE BASED ON CURRENT MARKET CONDITIONS. ANY SUGGESTIONS CONTAINED HEREIN ARE GENERAL, AND DO NOT TAKE INTO ACCOUNT AN INDIVIDUAL’S OR ENTITY’S SPECIFIC CIRCUMSTANCES OR APPLICABLE GOVERNING LAW, WHICH MAY VARY FROM JURISDICTION TO JURISDICTION AND BE SUBJECT TO CHANGE. ANY THIRD-PARTY INFORMATION CONTAINED HEREIN IS FROM SOURCES BELIEVED TO BE RELIABLE, BUT WHICH WE HAVE NOT INDEPENDENTLY VERIFIED.

NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, IS MADE BY BANDENIA, NOR DOES BANDENIA ACCEPT ANY LIABILITY WITH RESPECT TO THE INFORMATION AND DATA SET FORTH HEREIN. DISTRIBUTION HEREOF DOES NOT CONSTITUTE LEGAL, TAX, ACCOUNTING, INVESTMENT OR OTHER PROFESSIONAL ADVICE. RECIPIENTS SHOULD CONSULT THEIR PROFESSIONAL ADVISORS PRIOR TO ACTING ON THE INFORMATION SET FORTH HEREIN.

THE COMMENTS BELOW ARE OF A GENERAL NATURE BASED ON UK TAX LAW AND HMRC PRACTICE AS IN EFFECT AT THE DATE OF THIS DOCUMENT AND ARE SUBJECT TO ANY CHANGE IN SUCH LAW OR PRACTICE THAT MAY TAKE EFFECT AFTER SUCH DATE (POSSIBLY WITH RETROSPECTIVE EFFECT). THE COMMENTS ARE NOT INTENDED TO BE EXHAUSTIVE. THEY DO NOT NECESSARILY APPLY WHERE THE INCOME IS DEEMED FOR TAX PURPOSES TO BE THE INCOME OF ANY OTHER PERSON. THEY RELATE ONLY TO THE POSITION OF PERSONS WHO ARE THE ABSOLUTE BENEFICIAL OWNERS OF THEIR BONDS AND MAY NOT APPLY TO CERTAIN CLASSES OF PERSONS SUCH AS DEALERS OR CERTAIN PROFESSIONAL INVESTORS.

INDIVIDUAL INVESTORS THE PRECISE TAX TREATMENT OF A BONDHOLDER WILL DEPEND ON THE BONDHOLDER’S INDIVIDUAL CIRCUMSTANCES AND LAW AND PRACTICE IN FORCE AT THE RELEVANT TIME AND MAY THEREFORE BE SUBJECT TO CHANGE IN THE FUTURE. PROSPECTIVE ACQUIRERS OF THE BONDS ARE ADVISED TO CONSULT THEIR OWN PROFESSIONAL ADVISERS CONCERNING THE TAX CONSEQUENCES OF THE ACQUISITION, OWNERSHIP OR REDEMPTION OF THE BONDS AND ANY BENEFITS DERIVED THEREON. THE COMPANY WILL BE OBLIGED TO WITHHOLD BASIC RATE TAX ON PAYMENTS OF INTEREST TO BONDHOLDERS. THE ULTIMATE LIABILITY TO TAX IN RESPECT OF THE TOTAL RETURN ON THE BONDS WILL DEPEND UPON THE INDIVIDUAL CIRCUMSTANCES OF EACH HOLDER AT THE RELEVANT TIME AND MAY BE SUBJECT TO CHANGE. A BONDHOLDER WHO IS SUBJECT TO UK INCOME TAX AT A RATE NOT EXCEEDING THE BASIC RATE IS NOT LIABLE FOR ADDITIONAL INCOME TAX ON THE TOTAL RETURN ON THE BOND.

A BONDHOLDER WHO IS SUBJECT TO UK INCOME TAX AT HIGHER RATES OF INCOME TAX EXCEEDING THE BASIC RATE MAY BE REQUIRED TO PAY ADDITIONAL TAX AFTER TAKING INTO ACCOUNT TAX WITHHELD AT SOURCE BY THE COMPANY. A BONDHOLDER WHO IS NOT NORMALLY SUBJECT TO TAX IN THE UK MAY BE ENTITLED TO CLAIM REPAYMENT OF THE TAX WITHHELD AT THE BASIC RATE BY THE COMPANY FROM HMRC. NO LIABILITY TO UK CAPITAL GAINS TAX SHOULD ARISE ON THE ISSUE OF THE BONDS OR THEIR SUBSEQUENT REDEMPTION. A HOLDING OF BONDS SHOULD FORM PART OF A BONDHOLDER’S ESTATE FOR INHERITANCE TAX PURPOSES. NO UK STAMP DUTY OR STAMP DUTY RESERVE TAX WILL BE PAYABLE ON THE ISSUE OF THE BONDS OR THEIR SUBSEQUENT REDEMPTION.

CORPORATE INVESTORS AND CHARITIES CORPORATE INVESTORS RESIDENT IN THE UK FOR CORPORATION TAX PURPOSES SHOULD RECEIVE BI-ANNUAL PAYMENTS OF INTEREST GROSS AS THERE IS NO WITHHOLDING TAX OBLIGATION. SUCH CORPORATE INVESTORS WILL HAVE TO PAY TAX ON THE INTEREST RECEIVED AT THE APPLICABLE CORPORATION TAX RATE ACCORDING TO THEIR PROFITS AND STATUS. CHARITIES RESIDENT IN THE UK FOR UK TAX PURPOSES WILL ALSO RECEIVE INTEREST GROSS.

WITHHOLDINGS AND DEDUCTIONS ALL PAYMENTS OF PRINCIPAL AND INTEREST IN RESPECT OF THE BONDS BY OR ON BEHALF OF THE COMPANY SHALL BE MADE AT THE RELEVANT BONDHOLDER’S RISK: A. (I) BY CHEQUE OR BANK TRANSFER IN FAVOUR OF THE RELEVANT BONDHOLDER IN RESPECT OF INTEREST; AND (II) BY CHEQUE IN FAVOUR OF THE RELEVANT BONDHOLDER IN RESPECT OF PAYMENTS OF PRINCIPAL. IF ANY SUCH PAYMENT IS MADE BY CHEQUE, IT SHALL BE SENT AT THE RELEVANT BONDHOLDER’S RISK TO THE ADDRESS NOTIFIED TO THE COMPANY FOR SUCH PURPOSE IN WRITING FROM TIME TO TIME; AND, B. SUBJECT TO THE PREVAILING WITHHOLDING TAX AT THE BASIC TAX RATE BUT OTHERWISE FREE AND CLEAR OF, AND WITHOUT WITHHOLDING OR DEDUCTION FOR, ANY OTHER TAXES, DUTIES, ASSESSMENTS OR GOVERNMENTAL CHARGES OF WHATSOEVER NATURE IMPOSED, LEVIED, COLLECTED, WITHHELD, OR ASSESSED, UNLESS SUCH WITHHOLDING OR DEDUCTION IS REQUIRED BY LAW. IN THAT EVENT, THE COMPANY SHALL MAKE SUCH FURTHER WITHHOLDING OR DEDUCTION AND SHALL, WHERE REQUIRED, ACCOUNT TO THE RELEVANT TAX AUTHORITY FOR SUCH WITHHOLDING OR DEDUCTION. FOR THE AVOIDANCE OF DOUBT, IN SUCH CIRCUMSTANCES, THE COMPANY SHALL NOT BE REQUIRED TO INCREASE OR GROSS-UP ANY PAYMENT OF PRINCIPAL OR INTEREST MADE HEREUNDER

IF YOUR APPLICATION IS NOT SUCCESSFUL, THE AMOUNT OF YOUR APPLICATION (WITHOUT INTEREST) WILL BE SENT TO YOUR BANDENIA HOLDING ACCOUNT AS SOON AS PRACTICABLE FOLLOWING 14 DAYS OF THE LONG STOP FROM THE DATE WHICH THE COMPANY RECEIVES YOUR APPLICATION FORM AND PAYMENT, WITHOUT INTEREST AND AT YOUR RISK.

IF YOUR APPLICATION IS ACCEPTED IN RESPECT OF ONLY SOME OF THE BANDENIA BUSINESS BONDS YOU APPLIED FOR, THE BALANCE OF THE AMOUNT OF YOUR APPLICATION (WITHOUT INTEREST) WILL BE SENT TO YOUR BANDENIA HOLDING ACCOUNT AS SOON AS PRACTICABLE FOLLOWING 14 DAYS FROM THE DATE WHICH THE COMPANY RECEIVES YOUR APPLICATION FORM AND PAYMENT, AT YOUR OWN RISK.

YOUR CERTIFICATE(S) WILL BE MADE AVAILABLE TO YOU VIA YOUR BANDENIA HOLDING ACCOUNT AT YOUR OWN RISK. IF YOU HAVE ANY QUESTIONS RELATING TO THE PROCEDURE FOR MAKING AN APPLICATION AND/OR COMPLETION OF THE APPLICATION FORM, PLEASE CONTACT THE COMPANY.

FOR LEGAL REASONS, THE COMPANY WILL ONLY BE ABLE TO PROVIDE INFORMATION CONTAINED IN THIS INVITATION AND WILL BE UNABLE TO ADVISE ON THE MERITS OF THE INVITATION OR AS TO WHETHER YOU SHOULD MAKE AN APPLICATION OR TO PROVIDE ANY FINANCIAL, LEGAL, TAX OR INVESTMENT ADVICE.

Dear Customer

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