2014年ACCA考试F4公司法和商法第二十二章总汇3.docVIP

2014年ACCA考试F4公司法与商法第二十二章总汇3 本文由高顿ACCA整理发布，转载请注明出处 　　3 Types of security 　　Fixed charges 　　3.1 (a) This relates to a specific asset which may be realised by debenture holders to repay their loan. 　　(b) It provides excellent security for the lender (debenture holder) in that assets may not be traded or exchanged while there is a fixed charge on them. 　　(c) Any amount of loan not satisfied by selling the charged asset will rank as a unsecured creditor.? 　　Floating charges 　　3.2 (a) This charge is secured on the companys assets generally. The assets may be traded freely. 　　(b) The charge crystallises ie attaches to specific assets when: 　　(i) There is a breach of the debenture trust deed; or 　　(ii) A receiver is appointed; or 　　(iii) A company commences Winding up.? 　　Priority of charges 　　3.3 (a) If there are different charges over the same property, it will be necessary to ascertain their ranking. 　　(b) (i) Similar charges rank in order of creation. 　　(ii) Floating charges rank behind fixed charges even if those charges are created later. 　　(c) Floating charges rank behind preferential creditors.? 　　Negative pledge charge 　　3.4 (a) This clause can be included in the terms of the floating charge 　　(b) Effect: subsequent fixed charges will rank behind the floating charge if they have actual notice of the NPC. 　　Advantages/disadvantages 　　3.5 Study note: make sure you understand the advantages and disadvantages of the two types of charge.? 　　Registration of charges 　　3.6 (a) (i) Particulars of all charges must be registered with the Registrar of Companies within 21 days. 　　(ii) Failure to register renders the charge void against the liquidator and any person who acquires an interest in property subject to the charge (s.399). 　　(iii) The loan remains valid but unsecured. 　　(b) Under s.399 a debenture holder can register the charge if it appears the company is unlikely to do so.? 　　Factors affecting a charges validity 　　3.7 Correctly registered charges can be rendere