Secured transactions law has been subjected to a close scrutiny over the last two decades. One of the main reasons for this is the importance of availability of credit and the consequent need to reform collateral laws in order to improve access to finance. The ability to give security effectively influences not only the cost of credit but also, in some cases, whether credit will be available at all. This requires rules that are transparent and readily accessible to non-lawyers as well as rules that recognise the needs of small and medium-sized enterprises. This book critically engages with the challenges posed by inefficient secured credit laws. It offers a comparative analysis of the reasons and the needs for a secured transactions law reform, as well as discussion of the steps taken in many common law, civil law and mixed law jurisdictions. The book, written under the auspices of the Secured Transactions Law Reform Project, informs the debate about reform and advances novel arguments written by world renowned experts that will build upon the existing literature, and as such will be of interest to academics, legal practitioners and the judiciary involved in secured transactions law around the world. The text considers reform initiatives that have taken place up to the end of April 2016. It has not been possible to incorporate events since then into the discussion. However, notable developments include the banks decree passed by the Italian Government on 29th June 2016, and the adoption of the Model Law on Secured Transactions by UNCITRAL on 1st July 2016.

Following on from a previous consultation paper on this topic (Law Commission paper 164, ISBN 011730249X) published in July 2002, this report contains draft regulations which set out a scheme for the registration and priority of mortgages and other forms of security created by companies. It also makes general recommendations on the law applicable to security created by unincorporated businesses. Comments on the consultation paper should be received by 23.11.2004 and sent to James Robinson, Law Commission, Conquest House, 37-38 John Street, Theobalds Road, London WC1N 2BQ or emailed to: [email protected]

The law of personal property covers a very wide spectrum of scenarios and, unfortunately, has had little detailed scrutiny of its overarching structure over the years. It is a system and can best be understood as a system. Indeed, without understanding it as a system, it becomes much more difficult to comprehend. The second edition of this acclaimed textbook continues to provide a comprehensive yet detailed coverage of the law of personal property in England and Wales. It includes transfer of legal title to chattels, the nemo dat rule, negotiable instruments and assignment of choses in action. It also looks at defective transfers of property and the resulting proprietary claims, including those contingent on tracing, the tort of conversion, bailment and security interests. By bringing together areas often scattered throughout company law, commercial law, trusts and tort textbooks, it enables readers to see common themes and issues and to make otherwise impossible generalisations across different contexts about the nature of the concepts English law applies. Throughout the book, concepts are explained rigorously, with reference to how they are used in commercial practice and everyday life. The new edition also includes a new chapter on secured transactions law reform, and introduces new material on the Cape Town Convention, IP rights and other intangible property. The book will be of primary interest to academics and practitioners in the area. However, it will also be of use to students studying commercial or personal property law.

Personal property security is an important subject in commercial practice as it is the key to much of the law of banking and sale. This book examines traditional methods of securing debts (such as mortgages, charges and pledges as well as so-called 'quasi-security') on property other than land, describing how these are created, how they must be registered (or otherwise 'perfected') if they are to be valid, the rights and duties of the parties and how the security is enforced if the debt is not paid. This fourth edition has been updated to incorporate recent political and legal developments, including Brexit. The 'Edinburgh Reforms', which have followed the United Kingdom's exit from the European Union, promise a thorough overhaul of the consumer credit regime. The Retained EU Law (Revocation and Reform) Act 2023 potentially affects the interpretation of EU assimilated law, including the Financial Collateral Arrangements (No2) Regulations (FCARs). This edition further assesses the implications of the Business Contract Terms (Assignment of Receivables) Regulations 2018, taking pledges over electronic documents of title in the light of the Electronic Trade Documents Act 2023, the outlawing of 'ipso facto' clauses by the Corporate Insolvency and Governance Act 2020, and the reduced scope of the EU Insolvency Regulation. The treatment of insolvency matters within the framework of the Cape Town Convention is also considered, as are recent cases on pledges of bills of lading when the carrier no longer has possession of the goods, the distinction between fixed and floating charges, equitable liens and the right of appropriation of financial collateral. There is a full discussion of the taking of security over digital assets and the relevance of the FCARs. The only full-length treatment covering both traditional security over personal property and also devices that fulfil a similar economic function, such as retention of title and sales of receivables, The Law of Security and Title-Based Financing is a frequently-cited and indispensable reference work both for practitioners and academics.

This book examines the legal framework for secured credit set out in the Personal Property Security Act. This second edition updates the area of personal property security law in Canada with new caselaw, including some important SCC cases clarifying the law or providing the conceptual basis for its further amplification.

IP law has evolved from being a little pool to a big ocean. Corporate governance needs to respond to society’s rising expectations of directors and boards as the impact of the global intellectual property ecosystem is felt. How can a responsible corporate culture of IP transparency be stimulated to create a rosy future to connect corporate communication with the desires of shareholders, investors and other stakeholders? The astonishing lack of material quantitative and qualitative information companies report about their IP assets makes it difficult for shareholders and other stakeholders to assess directors’ stewardship of those assets – a pressing corporate governance issue in the 21st century. This book advances IP reporting in alignment with the key corporate governance principles of transparency and disclosure. It analyses the juncture between the IP ecosystem; corporate finance and accounting for intangibles; and corporate governance. Patents, mini-case studies and an original business triage style model for assessing IP disclosures are used to illustrate the gaps corporate governance theory needs to address. Focussing on the common law tradition of corporate governance in England and Wales, intangibles and IP reporting developments in other jurisdictions are also explored.

This book discusses the main legal and economic challenges to the creation and enforcement of security rights in intellectual property and explores possible avenues of reform, such as more specific rules for security in IP rights and better coordination between intellectual property law and secured transactions law. In the context of business financing, intellectual property rights are still only reluctantly used as collateral, and on a small scale. If they are used at all, it is mostly done in the form of a floating charge or some other “all-asset” security right. The only sector in which security rights in intellectual property play a major role, at least in some jurisdictions, is the financing of movies. On the other hand, it is virtually undisputed that security rights in intellectual property could be economically valuable, or even crucial, for small and medium-sized enterprises – especially for start-ups, which are often very innovative and creative, but have limited access to corporate financing and must rely on capital markets (securitization, capital market). Therefore, they need to secure bank loans, yet lack their own traditional collateral, such as land.

Assesses the standards set by international financial and legislative bodies on secured credit law.