| 1 | Lending and taking security in country Q&A tool This tool enables subscribers to search the Country Q&A in the PLC Finance multi-jurisdictional guide by question and jurisdiction. Simply select the questions and the jurisdictions that you are interested in and click the "submit" button. Please note that the law stated dates for each jurisdiction covered may not be the same. To check the law stated dates for each jurisdiction, please visit the individual article. | Articles | 07-May-2013 |
| 2 | Lending and taking security in Finland: overview A Q&A guide to finance in Finland. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security, negative pledge clauses, guarantees, and loan agreements. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-May-2013 |
| 3 | Lending and taking security in the British Virgin Islands ... A Q&A guide to lending and taking security in British Virgin Islands. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security and guarantees. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-May-2013 |
| 4 | Marshalling of securities The High Court has held that an exception to the application of the common debtor rule to the doctrine of marshalling exists to enable a creditor to enforce security where that security does not belong to the common debtor, but to a principal for whom the common debtor acts as guarantor. | Articles | 01-May-2013 |
| 5 | Security registration: new regime in force The new regime for the registration of charges under Part 25 of the Companies Act 2006 has come into force, applying a unified set of rules for the registration of charges across England, Wales, Scotland and Northern Ireland to companies and limited liability partnerships. | Articles | 01-May-2013 |
| 6 | Spotlight on: New Companies House security registration ... Every month, PLC Finance features a selection of its resources on a particular topic. This month's topic is the new regime for registering security at Companies House. | Articles | 17-Apr-2013 |
| 7 | Revised practice note on mortgages and charges over land We have revised Practice note, Mortgages and charges over land. | Articles | 10-Apr-2013 |
| 8 | Lending and taking security in Bermuda: overview A Q&A guide to lending and taking security in Bermuda. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security and guarantees. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Apr-2013 |
| 9 | Lending and taking security in Ireland: overview A Q&A guide to lending and taking security in Ireland. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security, guarantees, and loan agreements. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Apr-2013 |
| 10 | Lending and taking security in Nigeria: overview A Q&A guide to lending and taking security in Nigeria. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security and guarantees. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Apr-2013 |
| 11 | Lending and taking security in Switzerland: overview A Q&A guide to lending and taking security in Switzerland. The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security and guarantees. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Apr-2013 |
| 12 | Lending and taking security in the UK (England and Wales) ... A Q&A guide to finance in the UK (England and Wales). The Q&A gives a high level overview of the lending market, forms of security over assets, special purpose vehicles in secured lending, quasi-security, guarantees, and loan agreements. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring the priority of debt; debt trading and transfer mechanisms; agent and trust concepts; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. To compare answers across multiple jurisdictions, visit the Lending and taking security in country Q&A tool. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Apr-2013 |
| 13 | MAC: appropriation and relief from forfeiture The Privy Council has held that a material adverse change event of default had been established and that the remedy of appropriation had been validly exercised, but determined that relief from forfeiture was available. | Articles | 27-Mar-2013 |
| 14 | Notice of assignment: express assignment required The High Court has considered whether documents giving rise to an inference of assignment would be sufficient to constitute notice of assignment for the purposes of section 136 of the Law of Property Act 1925. | Articles | 27-Mar-2013 |
| 15 | Legal mortgage: now with integrated drafting notes PLC Finance has revised Standard document, Legal mortgage over property from a company securing specific monies (own liabilities). The standard document now includes integrated drafting notes. | Articles | 28-Feb-2013 |
| 16 | Security registration: amended draft regulations The Department for Business, Innovation & Skills has published a revised draft statutory instrument amending the regime under Part 25 of the Companies Act 2006 for the registration of security at Companies House and Companies House has published outline guidance. | Articles | 27-Feb-2013 |
| 17 | Jurisdiction: forum non conveniens The Court of Appeal has considered an appeal by a claimant bank against a High Court ruling that declined jurisdiction on the ground that England and Wales was not the appropriate forum for the proceedings. | Articles | 30-Jan-2013 |
| 18 | Non-consensual restructurings: enforcement and valuation The High Court has held as valid a restructuring which saw a security trustee take enforcement action on the instructions of senior lenders to transfer a business to a special purpose vehicle and to release all the debt and security held by the mezzanine lenders to that business, who got nothing. | Articles | 30-Jan-2013 |
| 19 | Security interests: lien or charge The High Court has held that a security interest described as a general lien should be recharacterised as a floating charge because the bulk of the secured assets were intangibles, and that the chargee had insufficient control of the collateral for it to fall under the Financial Collateral Arrangements (No 2) Regulations 2003 (SI 2003/3226). | Articles | 30-Jan-2013 |
| 20 | Spotlight on: Intercreditor issues Every month, PLC Finance features a selection of its resources on a particular topic. This month's topic is intercreditor arrangements and priority issues. | Articles | 20-Dec-2012 |
| 21 | Suing for book debts after assignment: who can bring ... The Court of Appeal has considered whether an assignment was absolute or by way of charge only, and whether the assignee could authorise the assignor to bring an action for recovery of the book debts in the name of the assignor alone. While the context and documents were case-specific, the decision is likely to have wider implications for the credit industry. | Articles | 28-Nov-2012 |
| 22 | New practice note on the meaning of debenture We have a new practice note on the meaning of the term debenture. | Articles | 15-Nov-2012 |
| 23 | All monies guarantee: variation of underlying obligation The High Court has held that an all monies continuing guarantee given when there was an existing specific obligation between the creditor and the underlying obligor would not be discharged by a subsequent variation to the obligation. | Articles | 24-Oct-2012 |
| 24 | Debenture: new version PLC Finance has substantially revised Standard document, Debenture. The standard document now includes integrated drafting notes. | Articles | 26-Sep-2012 |
| 25 | Registration of security The Department for Business, Innovation & Skills has published draft regulations amending the regime for the registration of security at Companies House which is contained in Part 25 of the Companies Act 2006. | Articles | 26-Sep-2012 |
| 26 | Corrective interpretation: prepayment indemnity The High Court has held that, under a loan agreement that permitted prepayment but provided that the borrower would indemnify the lender against any losses that the lender incurs due to the prepayment of the loan before the maturity date, the lender could recover its losses incurred up to the date the loan was prepaid, but not for extrapolated future losses. | Articles | 30-Aug-2012 |
| 27 | Revised Companies Act 2006 security registration regime ... The Department for Business, Innovation and Skills has published draft regulations amending the regime contained in Part 25 of the Companies Act 2006 for the registration of security at Companies House. This update looks at the draft regulations in detail. | Articles | 14-Aug-2012 |
| 28 | Corrective interpretation: registered charge over land The Court of Appeal has held that a registered charge over land cannot be interpreted so as to include a clause accidently omitted from the document but set out in an unregistered facility agreement executed by the parties at the same time as the charge. | Articles | 26-Jul-2012 |
| 29 | Canadian Securities Administrators announce final versions of ... This Law Firm Publication by Blake Cassels & Graydon LLP focuses on the Canadian Securities Administrators (CSA) announcement of their two sets of rules surrounding non-resident investment fund manager registration. As the CSA did not agree on a common approach regulators in each province are implementing exemption based approaches. | Articles | 20-Jul-2012 |
| 30 | The Certified Funds Prospectus Order This Law Firm Publication by Ogier focuses on the Collective Investment Funds (Certified Funds – Prospectuses) (Jersey) Order 2012 which, as of November 2012, will outline and govern the statutory prospectus content requirements in Jersey. The legislation aims to align Jersey with global standards previously put forward by the International Organisation of Securities Commission. | Articles | 19-Jul-2012 |
| 31 | Proposed short position reporting rules in Korea This Law Firm Publication by Bae Kim & Lee LLC highlights the main elements of the proposed draft regulatory amendments, published by the Financial Services Commission of Korea, which introduce a mandatory reporting regime for short position Korea Exchange-listed stocks. The rules, scheduled to enter into force on 30 August 2012, compliment global standards which were adopted by the International Organisation of Securities Commission in March 2012. | Articles | 16-Jul-2012 |
| 32 | The new Security Interests (Jersey) Law overview This Law Firm Publication by Ogier focuses on the new Security Interests (Jersey) Law which was approved on 19 July 2011 and expected to enter into force during 2012/2013. The new Law aims to increase certainty and flexibility of securities in relation to intangible movables. | Articles | 05-Jul-2012 |
| 33 | Amended Securities and Futures Commission (SFC) self ... This Law Firm Publication by Herbert Smith looks at the SFC's announcement to extend the scope of the existing self-reporting requirement under the Code of Conduct of the Securities and Futures Ordinance to include any suspected breach, infringement or non-compliance with the civil or criminal misconduct provisions. The self-reporting provision will be effective as of 1 December 2012. The SFC are also introducing four other provisions which relate to the establishment of the Financial Dispute Resolution Centre, which aims to help customers with disputes with financial institutions, effective from 19 June 2012. | Articles | 12-Jun-2012 |
| 34 | Securities regulators continue their review of the "accredited ... This Law Firm Publication by Stikeman Elliott provides an overview of the responses so far to the “accredited investor” and other prospectus exemptions, published as part of the Consultation Paper the Canadian Securities Administrators (CSA) released in 2011. In June 2012 the CSA circulated an update to market participants which included the impact the exemptions are likely to have on capital raising and investment opportunities. | Articles | 12-Jun-2012 |
| 35 | Key developments in Canadian securities regulation for the ... This Law Firm Publication by Borden Ladner Gervais LLP provides an overview of the key securities regulatory developments surrounding the investment management industry in Canada, as well as the likely progression of the investment landscape in the country throughout 2012/2013. | Articles | 11-Jun-2012 |
| 36 | Wall-crossing in Hong Kong: risk management issues This Law Firm Publication by Morrison & Foerster LLP focuses on “wall-crossing” activities in Hong Kong and how the Securities and Futures Commission (SFC) alongside the Market Misconduct Tribunal are approaching this type of market abuse. “Wall-crossing” is the process by which a securities offering is selectively pre-marketed to potential investors before the deal is publicly announced. The Market Misconduct Tribunal delivered two decisions which offer guidance and information in relation to this activity. | Articles | 11-Jun-2012 |
| 37 | Email chain can create an enforceable guarantee The Court of Appeal has confirmed that an exchange of emails can create an enforceable guarantee. | Articles | 31-May-2012 |
| 38 | Events of default: rights, obligations and risks for lenders In this article, Jonathan Porteous and Mary Hatt of Stevens & Bolton LLP examine the rights, obligations and risks for lenders when an event of default has occurred under a loan agreement. | Articles | 24-May-2012 |
| 39 | Spotlight on: Floating charges Every month, PLC Finance features a selection of resources on a particular topic. This month's topic is floating charges. | Articles | 24-May-2012 |
| 40 | CSA provides guidance on disclosure requirements related to ... This Law Firm Publication by Fraser Milner Casgrain LLP focuses on two staff notices published by the Canadian Securities Administrators on 26 April 2012. The Notices are aimed at improving compliance in relation to the prospectus exemptions, as well assisting market participants in avoiding deficiencies. | Articles | 10-May-2012 |
| 41 | Canadian legislative framework introduced for covered bonds This Law Firm Publication by Norton Rose focuses on legislation introduced by the Canadian government on 26 April 2012, which provides a framework for the issuance of covered bonds by Canadian financial institutions. The legislation compliments the Canadian government’s commitment to introduce covered bonds statutory regulation. | Articles | 10-May-2012 |
| 42 | Statutory backing of requirement to disclose price sensitive ... This Law Firm Publication by Cleary Gottlieb Steen & Hamilton LLP outlines the key features of amendments made to the Securities and Futures (Amendment) Ordinance in Hong Kong. The legislation, effective as of 1 January 2013, requires listed companies to disclose relevant price sensitive information. Breaches and non-disclosure provisions will be handled by the Market Misconduct Tribunal. | Articles | 09-May-2012 |
| 43 | SFC Action against IPO Sponsor This Law Firm Publication by Cleary Gottlieb Steen & Hamilton LLP looks at the landmark decision made by the Hong Kong Securities and Futures Commission (SFC) on the 22 April 2012, which resulted in the revoking of Mega Capital’s licence and the issuing of a substantial fine. The action came after the major IPO sponsor failed to comply with SFC regulations and represents the first time the SFC have revoked a license from any IPO sponsor. | Articles | 03-May-2012 |
| 44 | Finnish securities markets legislation reformed This Law Firm Publication by Castrén & Snellman focuses on the recent proposals put forward by the Finnish government in relation to securities markets legislation in Finland. The proposals aim to overhaul the current structure of the securities legislation and to carve up the Securities Markets Act, if they are approved they are scheduled to come into force by 1 July 2012. | Articles | 25-Apr-2012 |
| 45 | New regulatory regime for credit rating organisations This Law Firm Publication by Bennett Jones LLP examines the recent implementation of National Instrument 25-101 Designated Rating Organisations, in Canada. The new Instrument introduces new requirements for credit rating agencies that wish to have their credit ratings eligible for use in securities legislation. The Instrument and associated amendments came into force on 20 April 2012. | Articles | 25-Apr-2012 |
| 46 | CSA outlines concerns regarding an issuer's financial ... This Law Firm Publication by Blake Cassels & Graydon LLP examines the recent guidance notice issued by the Canadian Securities Administrators (CSA) in relation to prospectus offering, where there are concerns in relation to an issuer’s financial condition. The guidance is applicable to all issuers and all prospectus reviews in Canada. | Articles | 29-Mar-2012 |
| 47 | New German notification and publication requirements for net ... This Law Firm Publication by Sidley Austin focuses on the implementation of Section 30(i) of the German Securities Act, effective in Germany as of 26 March 2012. The changes introduce new notification and publication requirements to all shares admitted to trading on a regulated market on the German stock exchange. Breaches of the new requirements can lead to an administrative fine of up to EUR200,000. | Articles | 29-Mar-2012 |
| 48 | The new Security Interests (Jersey) Law: transitional ... This Law Firm Publication by Ogier examines the transitional provisions that will take effect when the draft Security Interests (Jersey) Law 201 is enacted. The new Law is expected to receive approval from the privy council in 2012, and will impact on security interests and contracts in Jersey. | Articles | 29-Mar-2012 |
| 49 | Canadian securities regulators publish proposals for ... This Law Firm Publication by Borden Ladner Gervais LLP examines the two proposals recently put forward by two different groups of Canadian securities regulators to become registered as an investment fund manager in Canada. The two proposals have significantly different conceptual regulatory approaches, but both plan to enhance the processes surrounding Canadian and non-Canadian Investment Fund Managers. | Articles | 08-Mar-2012 |
| 50 | Aggregation of cash-settled securities for threshold crossing ... This Law Firm Publication by Herbert Smith examines the recent Bill, passed by the French General Assembly on 29 February 2012, which proposes to introduce the aggregation of cash-settled securities for the calculation of thresholds crossing disclosure obligations. If the Bill is enacted, cash-settled instruments will remain excluded from the calculation of the thresholds triggering mandatory public tender offers. | Articles | 07-Mar-2012 |
| 51 | Liability of solicitors The High Court has held that a firm of solicitors acting on a remortgage, who had negligently paid out too little to redeem the existing mortgage, was in breach of trust but only to the value of the shortfall. | Articles | 01-Mar-2012 |
| 52 | Priority under sale and rent back scheme The Court of Appeal has held that the occupiers in the North East Property Buyers' litigation had no equitable rights capable of being overriding interests, and the lenders' rights had priority. | Articles | 01-Mar-2012 |
| 53 | CSRC amends the administrative measures on the takeover of ... This Law Firm Publication by Minter Ellison highlights the key points of the recent amendment of articles 62 and 63 of the Administrative Measures on the Takeover of Listed Companies. The China Security Regulatory Commission (CSCR) issued the amendments, which relate to a waiver of general offer requirements under the current measures. The changes will come into effect on 15 March 2012. | Articles | 28-Feb-2012 |
| 54 | Conclusions on consultations on the introduction of the ... This Law Firm Publication by Mallesons Stephen Jaques examines the key points of the recently published conclusions on the further consultation on the Securities and Futures (Short Position Reporting) Rules in Australia. The Rules aim to increase short position transparency by requiring prompt disclosure of reportable short position on a net basis by market participants, and are scheduled to come into effect on 18 June 2012. | Articles | 28-Feb-2012 |
| 55 | Qatar financial markets authority adopts new regulation for ... This Law Firm Publication by White & Case examines a new regulation recently adopted by the Qatar Financial Markets Authority, governing the listing of securities on a second market of the Qatar Exchange, the QE Venture Market, which is intended for small and medium sized enterprises. | Articles | 15-Feb-2012 |
| 56 | Tightened disclosure obligations for major shareholdings and ... This Law Firm Publications by Freshfields Bruckhaus Deringer focuses on new disclosure rules for interests in German listed companies, which came into force in Germany on 1 February 2012. The German Securities Trading Act has been amended, and now requires anyone who holds financial or other instruments under the Act to disclose the holding by no later than 13 March 2012. | Articles | 15-Feb-2012 |
| 57 | New standard document: Security assignment of contractual ... PLC Finance has published a new standard document for assigning contractual rights by way of security. | Articles | 03-Feb-2012 |
| 58 | New German long and short disclosure regimes This Law Firm Publication by Shearman & Sterling looks at the recent extension of the German voting right disclosure rules, to financial instruments and other instruments, which enable the share-holder or third parties to acquire ordinary shares that are German listed securities. New statutory notification and publication requirements for net short-selling positions in all financial instruments admitted to trading on a German regulated market will come into force on 26 March 2012. | Articles | 02-Feb-2012 |
| 59 | Taking security over Australian assets: everything changes in ... This Law Firm Publication by Minter Ellison offers an overview of the affect the Personal Property Securities Act (PPSA) will have in Australia, as well as who it applies to. The PPSA imposes a new set of rules relating to security interests in personal property and is effective as of 30 January 2012. The Act is modelled on similar legislation in force in New Zealand and Canada. | Articles | 31-Jan-2012 |
| 60 | Personal Properties Securities Act 2009 registration ... This Law Firm Publication by Mallesons Stephen Jaques examines the revised Personal Property Securities Act 2009 (PPSA) which comes into force in Australia on 30 January 2012. The new laws creates a regime for dealing with security interests in all property other than land throughout Australia inclusive of personal property, including security interests in relation to intellectual property and intellectual property licenses. | Articles | 12-Jan-2012 |
| 61 | Supreme Court of Canada rejects proposed Canadian ... This Law Firm Publication by Bennett Jones LLP focuses on a recent decision, made by the Supreme Court of Canada, who unanimously rejected the federal government’s proposed Canadian Securities Act as unconstitutional. The main aim of the legislation was to consolidate the existing provincial securities legislation into a single federal statute. The court ruled the proposed legislation as unconstitutional as it “overreaches genuine national concerns“ in Canada, and the current provincial legislation is sufficient. | Articles | 12-Jan-2012 |
| 62 | Competing rights in administration: playing by the rules In a case that provides an increasingly common example of a capital market structure unravelling, the Supreme Court has handed down its judgment in Re Kaupthing Singer and Friedlander Limited (in administration) [2011] UKSC 48. The appeal concerned a long-standing principle of insolvency law known as the rule against double proof. | Articles | 01-Dec-2011 |
| 63 | New Security Interests (Jersey) Law: changes to Jersey law ... This article provides a comparison of the Security Interests (Jersey) Law 1983 to the new Security Interests (Jersey) Law 201- (New Law), before analysing the main provisions of the New Law and considering the upcoming changes to Jersey law and market practice. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Dec-2011 |
| 64 | The Australian PPSA Is Coming Soon—Things You Need To ... This Law Firm Publication by Jones Day looks at the effect the Personal Property Securities Act 2009 (the Act), scheduled to commence on 1 February 2012, will have on companies in Australia when it comes into force. The core element of the new Act is that a security interest in newly defined personal property must now be registered. | Articles | 31-Oct-2011 |
| 65 | Equitable security: timing of execution The High Court has held that an informal agreement to give security at the time that loan money was advanced was an agreement that security would be created in future, but did not create a present equitable right to security. | Articles | 27-Oct-2011 |
| 66 | Construction of contract: beware the "dangling definition" In addition to addressing the status of a fixed charge over future acquired property, the recent High Court case of Rayford Homes Ltd v Bank of Scotland plc and another looks at a point of construction: how to deal with a definition in a contract that is never used in any of the operative provisions ([2011] EWHC 1948 (Ch)). The case also illustrates how strongly the courts rely on commercial context to construe the effect of a contract as a whole. | Articles | 28-Sep-2011 |
| 67 | Security registration regime: government proposal The Department for Business, Innovation and Skills has published the government’s latest proposal for revising the regime for the registration of security created by UK companies and limited liability partnerships. | Articles | 28-Sep-2011 |
| 68 | Advance payment guarantees: performance bonds The Court of Appeal has held that advance payment guarantees are performance bonds rather than contracts of surety. | Articles | 01-Sep-2011 |
| 69 | Execution and delivery of deeds: are we all on the same page ... An examination of the law and practice relating to the execution and delivery of deeds. | Articles | 01-Sep-2011 |
| 70 | Fixed charges over future acquired property The High Court has held that a fixed charge over future acquired freehold and leasehold properties took effect as a fixed charge and not a floating charge. | Articles | 01-Sep-2011 |
| 71 | Land registration: reinstating original priority date The Court of Appeal has held that the court has the power to reinstate an application for registration of title to land with the original priority date. | Articles | 01-Sep-2011 |
| 72 | Creating and Perfecting Security under the New Security ... This Law Firm Publication by Ogier examines some of the key provisions in the new Security Interests (Jersey) Law, which is awaiting approval by the States of Jersey and the Privy Council and is expected to come into force during the first half of 2012. The new legislation aims to modify the regime for creating and perfecting security in Jersey. | Articles | 10-Aug-2011 |
| 73 | Statutory demand: security The Court of Appeal has held that a creditor’s statutory demand against a surety was valid, even though the creditor held security over the assets of the principal debtor. | Articles | 28-Jul-2011 |
| 74 | Bank charge takes priority over trustee lien The Court of Appeal has held that a trustee's right of lien did not have priority over a bank's rights as a secured creditor under the terms of a debenture. | Articles | 26-May-2011 |
| 75 | LPA receivers' role: guidance The Council of Mortgage Lenders has published guidance for lenders on the role of receivers appointed under the Law of Property Act 1925 to deal with secured property. | Articles | 25-Mar-2011 |
| 76 | Advance payment guarantee: performance bond The High Court has held that an advance payment guarantee was a performance bond and not a contract of surety. | Articles | 24-Feb-2011 |
| 77 | Intercreditor agreement: release on disposals clause The Court of Appeal has held that the release on disposals clause in intercreditor agreements should be construed to mean that the liabilities of the subsidiaries of the company whose shares are being sold could be released along with the liabilities of the company. | Articles | 26-Jan-2011 |
| 78 | Marshalling differentiated from subrogation The High Court has held that the doctrine of marshalling of security is distinct from equitable subrogation, though the effect of marshalling is to subrogate an unsatisfied junior creditor to a satisfied senior creditor’s security. | Articles | 01-Dec-2010 |
| 79 | Performance bonds: bar raised The High Court has ruled that the wording of a guarantee and indemnity (drafted in a form widely used in the market) was not sufficient to rebut the presumption that a performance bond is a banking instrument. | Articles | 01-Dec-2010 |
| 80 | Finance: UK (Scotland) A Q&A guide to finance in Scotland. The Q&A gives a high level overview of the lending market, taking security over assets, special purpose vehicles in secured lending, quasi-security, guarantees, and loan agreements. It covers creation and registration requirements for security interests; problem assets over which security is difficult to grant; risk areas for lenders; structuring of debt agreements; enforcement of security interests and borrower insolvency; cross-border issues on loans; taxes; and proposals for reform. For a full list of recommended finance law firms and lawyers, please visit PLC Which lawyer? This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Nov-2010 |
| 81 | Islamic finance: key principles and recent developments This chapter provides an introduction to some of the key principles of Islamic finance and an overview of some Islamic financing techniques. It also outlines some of the recent legal developments and challenges faced by the Islamic finance market. This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Nov-2010 |
| 82 | The UNCITRAL Legislative Guide on Secured Transactions This chapter considers the UNCITRAL Legislative Guide on Secured Transactions, including the Guide's purpose, terminology, scope, key objectives and fundamental policies. For a full list of recommended finance lawyers and law firms, please visit PLC Which lawyer? This article is part of the PLC multi-jurisdictional guide to finance. For a full list of contents visit www.practicallaw.com/finance-mjg. | Articles | 01-Nov-2010 |
| 83 | Equitable set off: currency conversion The High Court has considered the date on which damages payable to a claimant and a debt payable by the claimant should be converted into a common currency and set off against each other. | Articles | 27-Oct-2010 |
| 84 | Spotlight on: Guarantees and indemnities Every month, PLC Finance features a selection of its resources on a particular topic. This month's topic is guarantees and indemnities. | Articles | 30-Sep-2010 |
| 85 | Asset based lending: demystifying a trend Asset based lending is an emerging financing product in the UK, but it can be easily confused with other forms of finance. This article explains what it is, how it works, and looks at the key practical and legal issues. | Articles | 29-Sep-2010 |
| 86 | Bills of sale The High Court has ruled on a number of issues relating to bills of sale. | Articles | 29-Sep-2010 |
| 87 | Guarantees: disclosure of known risks The High Court has held that a guarantee was not void on the ground of non-disclosure, because the guarantors could reasonably have been expected to know about the matters which allegedly had not been disclosed. | Articles | 29-Sep-2010 |
| 88 | Intercreditor agreements: guidance The High Court has made a declaration on the interpretation of certain provisions including the definition of enforcement action in an intercreditor agreement, which was similar to the definition of enforcement action in the standard Loan Market Association intercreditor agreement. | Articles | 29-Sep-2010 |
| 89 | Guarantee not a demand bond The High Court has held that a guarantor had an arguable case that the guarantee and indemnity it had given was not a demand bond. | Articles | 02-Sep-2010 |
| 90 | The Lehman client money judgment: the Court of Appeal ... In this article, Patrick Buckingham, a partner in Herbert Smith LLP's Financial Services Regulatory Group, Stephen Gale, a partner in the firm's Restructuring and Insolvency Group, and Laura Reynolds, an associate in the firm's Financial Services Regulatory Group, consider the implications of the decision of the Court of Appeal in CRC Credit Fund Ltd & Ors v GLG Investments Plc Sub-Fund: European Equity Fund & Ors [2010] EWCA Civ 917 (02 August 2010). This decision represents the current state of law in relation to the FSA's client money rules in its Client Assets sourcebook (CASS) and its implications should be considered by creditors of Lehman Brothers International (Europe) and by other FSA regulated firms and their clients. This article discusses the main aspects of the Court of Appeal's judgment, its potential impact and the likely next steps. NOTE ADDED ON 21 SEPTEMBER 2011: The Supreme Court hearing of the appeal from the Court of Appeal judgment is scheduled for 31 October 2011 (see Supreme Court, Case details, UKSC 2010/0194). NOTE ADDED ON 8 NOVEMBER 2011: The Supreme Court hearing of the appeal from the Court of Appeal judgment concluded on 3 November 2011. Judgment is expected in the first quarter of 2012 (see PwC, Client Money Update). NOTE ADDED ON 24 FEBRUARY 2012: The Supreme Court is to hand down its judgment on the appeal from the Court of Appeal decision on 29 February 2012 (see Legal update, Supreme Court to give judgment on Lehman clie | Articles | 19-Aug-2010 |
| 91 | Equitable set-off: test clarified The Court of Appeal has considered rights of set-off and clarified the test for equitable set-off. | Articles | 28-Jul-2010 |
| 92 | Guarantees: competing claims The Court of Appeal has considered, in the context of guarantees, the ability of parties to exclude cross-claims by principals and guarantors (as against each other) from competing with those of the creditor under the guarantee. | Articles | 30-Jun-2010 |
| 93 | Register of charges rectification: Companies House FAQs Companies House has published its frequently asked questions on the rectification of the charge register. | Articles | 30-Jun-2010 |
| 94 | New registration regime for security interests The Department for Business, Innovation and Skills is consulting on the Companies House regime for the registration of charges created by companies and limited liability partnerships under the Companies Act 2006. | Articles | 28-Apr-2010 |
| 95 | New trends in prime brokerage in the US This Article considers the shortcomings in the prime brokerage model revealed by the collapse of Lehman Brothers, and examines the contractual issues highlighted by the fallout and the subsequent market response. | Articles | 01-Apr-2010 |
| 96 | Demand guarantees: revised ICC uniform rules The International Chamber of Commerce has published the revised version of the Uniform Rules for Demand Guarantees, which will come into force on 1 July 2010. | Articles | 24-Mar-2010 |
| 97 | New trends in prime brokerage in the UK The swift and unexpected collapse of Lehman Brothers and the subsequent difficulties faced by clients in retrieving their assets revealed some shortcomings in the prime brokerage model and the terms of prime brokerage agreements. The fallout has resulted in changes to market practice in terms of the way prime brokers deal with client assets. This article examines the prime broker model, starting with the shortcomings revealed by the Lehman Brothers' insolvency, including the position of client money and client assets under typical prime broker agreements. It then examines the new trends that are emerging in relation to prime broker models and contractual arrangements, before discussing the potential regulatory changes that may affect this area. | Articles | 02-Dec-2009 |
| 98 | On demand performance guarantees The High Court has held that the beneficiary of an on demand performance guarantee is under no obligation to show that the damage caused by the breaches relied on to enforce the guarantee is commensurate with the money claimed under the guarantee. | Articles | 26-Nov-2009 |
| 99 | Intellectual property as a source of finance in the current ... The current downturn is making traditional sources of finance ever more risk averse and less willing to lend to, or invest in, intangible assets. This article looks at the main factors IP rights-owners should consider when seeking sources of finance, at early stage development and at the issues revolving around securitisation and granting security interests in IP rights. | Articles | 05-Nov-2009 |
| 100 | Cash pooling: cascading cost-efficiency and control An outline of different types of cash pooling, explaining its increasing relevance, and examining the legal and practical issues involved in its use. | Articles | 28-Oct-2009 |
| 101 | Guarantee: place of performance The High Court has held that where a guarantee is governed by English law, in the absence of an express provision, the place of performance is the creditor’s place of business, which is where the creditor is entitled to commence proceedings against the guarantor under the Brussels Regulation. | Articles | 28-Oct-2009 |
| 102 | Corporate insolvency: from past to present The first in a three-part series on insolvency-related issues discusses the background to and current state of play in the UK corporate insolvency regime. | Articles | 20-Sep-2007 |
| 103 | Floating charges: where are we after Spectrum Plus? An examination of the impact of the Spectrum Plus case on lending arrangements. | Articles | 01-Feb-2007 |
| 104 | Security over real estate: Germany compared to England and ... Obtaining first ranking valid and enforceable security over real estate is essential to any real estate financing transaction. It has become imperative for London-based banks to become familiar with taking effective security over real estate in Germany. Against this background, this chapter highlights some of the issues relating to security over real estate faced by banks lending money to investors in Germany, and compares those issues to England and Wales. | Articles | 01-Jul-2006 |
| 105 | Corporate hybrid securities: debt equity chameleons Sara Catley of PLC looks at corporate hybrid securities and considers whether they may be set to take off in the UK. | Articles | 25-May-2006 |
| 106 | Transferable letters of credit: clarification on damages The decision in Jackson & Another v RBS has raised important issues for the banking community. The House of Lords confirmed that a breach of confidence by an issuing bank in a letter of credit transaction could leave the bank open to a claim for damages for loss of an opportunity to earn future profit, which may be substantial. | Articles | 31-Mar-2005 |
| 107 | New mortgage regime: a millstone for lenders and ... On 31 October 2004 the activities of advising on, arranging and entering into regulated mortgage contracts became regulated by the Financial Services Authority under the Financial Services and Markets Act 2000. | Articles | 25-Nov-2004 |
| 108 | Company security interests: Consultation ends Date: 23 November 2004. Information The consultation paper on company security interests is available on the Law Commission web site. Responses are requested by 23 November 2004. For more information on the consultation paper, see the Legal update, Law Commission consultation paper on company security interests. | Articles | 23-Nov-2004 |
| 109 | Perfection and priority: making security watertight The second part of a two-part series examines the perfection and priority of security. | Articles | 20-Oct-2004 |
| 110 | Taking security: protecting your position The first part of a two-part series outlines the options available to lenders when taking security for loans. | Articles | 19-Aug-2004 |
| 111 | Company charges/law of fraud The Law Commission has published a consultation paper on the law on company charges and a report on reforming the law on fraud. | Articles: other | 02-Sep-2002 |
| 112 | Guarantees The Court of Appeal has held that a creditor’s failure to obtain the proper value for property held as security for repayment of a loan does not release an independent guarantor from all further liability under his guarantee of the same loan, rather it reduces to that extent the amount for which the guarantor is liable. | Articles | 31-Mar-2000 |
| 113 | Negative pledges A negative pledge is a promise by a borrower not to give security over his assets to someone else. It is a device to protect the position of someone taking credit risk on someone else. A loan agreement is the typical place to find a negative pledge, but it might also be appropriate in other contexts, for example, a vendor who is taking part of his consideration on a deferred basis is taking credit risk on his purchaser. If the vendor has sufficient bargaining power to impose constraints on the purchaser while he is waiting to be paid his deferred consideration, he may ask the purchaser for a negative pledge. This article will consider a loan agreement under which a lender (the original lender) makes advances to a borrower on an unsecured basis. | Articles | 01-Sep-1999 |
| 114 | Contract formation The purpose of the PLC Contract Series is to review the fundamentals of contract law explaining the legal concepts involved in forming and discharging contracts with reference to practical examples. The first part of a four part series on practical contract law considers formation. | Articles | 01-Jul-1999 |
| 115 | Events of default | Articles | 01-Jan-1999 |
| 116 | Taking security: The Scottish dimension The final article in the PLC Scottish Law Series looks at the fundamental differences between taking security under Scottish and English law. | Articles | 01-Dec-1998 |
| 117 | Lien | Articles | 01-Sep-1998 |
| 118 | Charge-backs: Charge Card overruled Whether a company holding a deposit with a bank can create a charge over that deposit to secure obligations owed to the bank. | Articles | 01-Jan-1998 |
| 119 | Comfort letters A cross border study which examines the use of comfort letters across Europe with drafting tips on making them effective. The article examines the difference between a comfort letter and a guarantee; the situations in which they are used; their accounting treatment, when they are legally binding, the effects of non-legally binding comfort letters and the situations in which terms can be implied into a comfort letter. | Articles | 01-Dec-1997 |
| 120 | Taking security over foreign assets: Creditors beware! Security which is effective under English law may fail in a foreign jurisdiction. The article explains what obstacles a creditor should expect to face with regard to floating charges, secured assets, trusts, notarisation and other costs and enforcement. | Articles | 01-Dec-1997 |
| 121 | Finance leasing: increased costs for industry Budget changes to alter the tax treatment of finance leasing by introducing anti-avoidance measures, such as the limitation of capital allowances. | Articles | 01-Aug-1997 |
| 122 | Intra-Group Guarantees: Who benefits? An analysis of guarantees given by one company to others in its group, including the main terms of the guarantee and a discussion of the ultra vires rule as well as potential challenges from insolvency legislation such as rules against transactions that are at an under value and preferences. | Articles | 01-May-1997 |
| 123 | Unlocking capital: Factoring and invoice discounting A look at the advantages of factoring and invoice discounting as a simple means of short term finance. | Articles | 01-Mar-1997 |
| 124 | Charges over financial instruments: Taking effective security Taking security over shares and other financial instruments is an integral part of business in the financial markets. This article examines the different types of security interests, including mortgages, fixed and floating changes, liens and pledges as well as discussing their effect on securities held in clearance or depository systems, such as CREST, Euroclear or CEDEL and explains how to make sure that they are effective. | Articles | 01-Dec-1996 |
| 125 | Supply and installation contracts: Tendering overseas The first two articles looking at the main considerations that apply when tendering for overseas supply and installation contracts, including tender procedures, choice of law and dispute resolution, performance bonds, export credits and insurance and the Vienna convention. | Articles | 01-Oct-1996 |
| 126 | Charges over securities: Insider dealing The Financial Law Panel (FLP) has published a paper outlining the risk to lenders of committing insider dealing offences if they enforce security over listed securites while in possesion of price sensitive information. | Articles | 01-Jul-1996 |
| 127 | Bonds and guarantees: Protection against non-performance An article looking at performance bonds and guarantees under which the issuer or guarantor undertakes to be responsible for the fulfilment of a contractual obligation. | Articles | 01-Jun-1996 |
| 128 | Letters of credit: Ensuring payment in commercial transactions Practical advice on the use of letters of credit. | Articles | 01-Sep-1995 |
| 129 | Fixed or floating charge?: Taking security over stock ... How to create a valid fixed charge and the considerations for a lender where fixed security is impossible. | Articles | 01-Jun-1995 |
| 130 | Bankers' assurances The damages award against Samuel Montagu for negligent misstatement. | Articles | 01-Nov-1993 |
| 131 | Parent liability for subsidiaries: The right moves for effective ... A look at the devices by which creditors of a failed or defaulting subsidiary may obtain redress from the parent. | Articles | 01-May-1993 |
| 132 | Financing exports: Forfaiting An explanation of raising finance by forfaiting bills of exchange or promissory notes. | Articles | 01-May-1992 |
| 133 | Convertible and participation mortgages This article considers the structure, framework and legal implications of convertible and participation mortgages, which gives borrowers access to cheap finance and lenders to share in future rises in capital value of the property. | Articles | 01-Apr-1991 |
| 134 | Stock lending: The tax rules A review of the taxation treatment of stock lending in the light of the new arrangements and the taxation treatment which resolves those difficulties. | Articles | 01-Jan-1991 |
| 135 | Taking Security A 3 hour session. | Articles | -- |