Euromoney Legal Training

This three-day intensive course will cover all aspects of security documentation focusing on the anatomy of the security document itself and the legal ramifications of an incorrectly drafted document.

Starting with the reasons for taking security, delegates will be guided through the complete security process, from preliminary due diligence, drafting and negotiating an effective security document, perfecting security and understanding enforcement, to challenges to security, inter-creditor arrangements and cross-border issues.

The course will also examine the specific issues at play when taking security across different assets.

How this course will help you

This course will cover:

• Why take security?
• Challenges to security
• Fixed and floating charge debentures
• Specific security
• Subordination, priorities and postponement
• Guarantees, indemnities and performance bonds
• Recent developments in legislation and case law

Who should attend

• In-house lawyers in financial institutions
• Bankers concerned with the negotiation of loans
• Bank executives involved in the negotiation of security documents
• Lawyers in private practice who advise clients on security documents
• Corporate counsel

 

Day 1

Introduction

• Why take security?
• Mortgages, charges, pledges and liens

Some general principles

• Legal and equitable title
• Legal and equitable charges, assignments and mortgages
• Fixed and floating charges

Challenges to security

• Transactions at an undervalue
• Voidable preferences
• Floating charges
• Financial assistance

Anatomy of a security document (part 1)

• Deed or agreement
• Parties
• Definitions and interpretation
• Covenant to pay
• Charging clause
• Representations and warranties
• Covenants: positive and negative
• Insurance

Anatomy of a security document (part 2)

• Powers to remedy
• Powers of enforcement
• Power of attorney
• Application and appropriation
• Other clauses

Debentures

• Fixed and floating charges revisited
• Charges over book debts; the spectrum decision
• Receivers and administrators
• Floating charges – disadvantages
• Key clauses and key issues

Security over land

• Preliminaries – investigation of title and other matters
• Key clauses and key issues

Day 2

Security over land (continued)

• Key clauses and key issues (continued)
• Enforcement

Security over contracts

• General principles
• Key clauses and key issues
• Enforcement
• Step-in agreements

Security over cash deposits

• Charge, assignment or set-off?
• Key clauses and key issues
• Financial collateral

Security over shares and other securities

• Preliminaries
• Mortgage or charge?
• Depository systems
• Listed securities – CREST
• Key issues and key clauses
• Financial collateral

Guarantees, indemnities and performance bonds

• Guarantees, indemnities and performance bonds distinguished
• Corporate guarantees – due diligence
• Challenges
• Key clauses and key issues

Syndicated lending

• Some general principles
• Who takes security?
• Drafting issues
• Cross-border issues

Cross-border issues

• Conflict of laws
• Conflicts – contractual issues
• Conflicts – proprietary issues (land)
• Conflicts – proprietary issues (goods)
• Conflicts – proprietary issues (intangibles)
• Insolvency
• Legal advice
• Enforcement

 

• Tim Walker

  Tim Walker is a solicitor with over 20 years experience of international and domestic banking transactions, including syndicated loans and structured finance. He was a partner in the Banking Department at Norton Rose until 1995 and now continues to head a niche finance practice at Cheltenham based law firm Rickerbys. As well as secured lending transactions, Tim’s current practice includes equipment leasing and invoice discounting. Tim is highly recommended as one of the leading experts in his field by Chambers independent legal directory.

  Courses run by this instructor

  • Security Documentation - London
  • Security Documentation - Johannesburg

Interested in holding this course in-house? Please fill out your details and a member of our team will be in touch with more information.

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