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Where am I now? Lawlink > Law Reform Commission > Publications > Discussion Paper 28 (1992) - Personal Property Securities
Discussion Paper 28 (1992) - Personal Property Securities Table of Contents
Introduction Scope of the project - what are personal property securities? Present laws complex and different Overseas experience. This paper - call for submissions The Commissions' approach Submissions sought CHAPTER 2. THE EXISTING SITUATION AND THE NEED FOR REFORM Introduction What types of personal property can be taken as security? What kinds of security are there? Introduction The mortgage The charge The lien Possessory liens Non-possessory liens The pledge What types of borrowing arrangements give rise to securities? Introduction Assignments and transfers of intangible property Leases Factoring Sale of goods subject to title retention Is the property already being used as security Introduction Different registers for different kinds of property Many different registers for specific kinds of property Other registers for property generally Different registers for different legal categories The Australian Register of Company Charges - company property Overlapping registers Not all securities can be registered Bills of sale registers Australian Register of Company Charges Introduction The common law and equity Priority under statutes Statutory modifications Bills of sale Chattel securities laws Corporations Law Overlapping laws - an example Consequences of not registering the security Introduction Civil consequences Criminal consequences Registering the security Procedure and time limits Renewing registration The need for reform
CHAPTER 3. DIRECTIONS FOR REFORM Introduction Policy goals Overseas models United States versions The Uniform Commercial Code Article 9 Functional definition Exceptions Priority rules Canadian versions Ontario The Western Provinces United Kingdom proposed versions England Scotland New Zealand proposed version Principles to guide reform Does Article 9 meet policy objectives? Meeting policy objectives in an Australian context Introduction A single national legal regime Types of property to be covered Introduction Provisional proposal Regime to apply to functional securities only Functional definition Form not conclusive Overseas models Kinds of borrowing arrangements to be covered Introduction The United States Inclusions Exclusions Canada Inclusions Exclusions New Zealand Inclusions Exclusions United Kingdom Inclusions Exclusions Introduction Overseas models Accounts receivable and chattel paper Overseas models Leases Overseas models Discussion Provisional proposal Consignments Introduction Overseas models Provisional proposal Title retention arrangements (including Romalpa clauses) Introduction Purchase money securities Other title retention transactions Provisional proposal Bills of lading and other documents of title Introduction Overseas models Provisional proposal Factoring agreements Introduction Overseas models Provisional proposal Assignments of debt and declarations of trust Rental bond money for residential premises Statutory securities Security agreements to be in writing Introduction Overseas models Provisional proposal Enforceability Enforceability as between the parties Enforceability as against third parties Enforceability as against a liquidator or trustee in bankruptcy Introduction General rules Overseas models Provisional proposal Possession of secured property Overseas models Provisional proposal Notice is irrelevant Relevant date Floating charges and after acquired property Introduction Overseas models The Corporations Law Provisional proposal Future advances Introduction Overseas models Provisional proposal Accessioned, commingled and processed goods What are accessioned, commingled and processed goods? The problem Accessioned goods - overseas models Accessions - provisional proposal Commingled goods - overseas models Commingled goods - provisional proposal Processed goods Fixtures Why fixtures present difficulties Overseas models Provisional proposal Crops Introduction Overseas models Provisional proposal Returned, repossessed or detached goods Introduction Overseas models Provisional proposal Proceeds What are proceeds? Overseas models Provisional proposal Purchase money securities What are purchase money securities? The problem Overseas models Transfers and variations of priority of security rights Introduction Overseas models Provisional proposal Introduction Overseas models Provisional proposal Effect of purchasers' rule Valuable property Consumer goods The problem Provisional proposal Transactions involving small amounts of credit The problem Introduction Overseas models United States and Canada New Zealand and United Kingdom Provisional proposal Introduction The process of registration Financing statements Financing statement, not full documentation Amount of money Stamp duty Provisional registration Provisional registration needed Financing statement not signed Financing statement otherwise defective Stamp duty Changes in securities Events affecting securities Notice to be filed Register searches Searching the register Secured party to provide information The Register The desirability of a single personal property securities register Introduction Industry-specific security enquiries Existing national registers National REVs scheme proposal Consultant's analysis - cost of establishing a register Building on an existing register Provisional proposal Asset- or name-based register? Introduction Limitations of each type of register Provisional proposal Introduction Possible option Introduction Commonwealth and State/Territory uniform legislation The Corporations Law Scheme of the Law Effect of Pt 3.5 on securities over property of a company Policy considerations A possible resolution - repeal of Pt 3.5? The Commissions' view Modification of Pt 3.5 to achieve both sets of policies Companies to register securities that they give Time for registration Notifying exercise of security rights Later debentures need not be registered Avoiding preferences Other existing laws
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