UNCITRAL model law on secured transactions / United Nations Commission on International Trade Law.
2016
K1100 .U544 2016 (Mapit)
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Title
UNCITRAL model law on secured transactions / United Nations Commission on International Trade Law.
Added Corporate Author
Variant Title
Model law on secured transactions.
United Nations Commission on International Trade Law model law on secured transactions.
United Nations Commission on International Trade Law model law on secured transactions.
Imprint
Vienna : United Nations, 2016.
Copyright
©2016.
Description
xi, 77 pages ; 24 cm
Formatted Contents Note
Chapter I. Scope of application and general provisions. Article 1. Scope of application
Article 2. Definitions and rules of interpretation
Article 3. Party autonomy
Article 4. General standards of conduct
Article 5. International origin and general principles
Chapter II. Creation of a security right. A. General rules
Article 6. Creation of a security right and requirements for a security agreement
Article 7. Obligations that may be secured
Article 8. Assets that may be encumbered
Article 9. Description of encumbered assets and secured obligations
Article 10. Rights to proceeds and commingled funds
Article 11. Tangible assets commingled in a mass or transformed into a product
Article 12. Extinguishment of security rights
B. Asset-specific rules
Article 13. Contractual limitations on the creation of security rights in receivables
Article 14. Personal or property rights securing or supporting payment or other performance of encumbered receivables or other intangible assets, or negotiable instruments
Article 15. Rights to payment of funds credited to a bank account
Article 16. Negotiable documents and tangible assets covered by negotiable documents
Article 17. Tangible assets with respect to which intellectual property is used
Chapter III. Effectiveness of a security right against third parties. A. General rules
Article 18. Primary methods for achieving third-party effectiveness
Article 19. Proceeds
Article 20. Tangible assets commingled in a mass or transformed into a product
Article 21. Changes in the method for achieving third-party effectiveness
Article 22. Lapses in third-party effectiveness
Article 23. Continuity in third-party effectiveness upon a change of the applicable law to this Law
Article 24. Acquisition security rights in consumer goods
B. Asset-specific rules
Article 25. Rights to payment of funds credited to a bank account
Article 26. Negotiable documents and tangible assets covered by negotiable documents
Article 27. Uncertificated non-intermediated securities.
Chapter IV. The registry system. Article 28. Establishment of the Registry
Model Registry Provisions. A. General rules
Article 1. Definitions and rules of interpretation
Article 2. Grantor's authorization for registration
Article 3. One notice sufficient for multiple security rights
Article 4. Advance registration
B. Access to registry services
Article 5. Conditions for access to registry services
Article 6. Rejection of the registration of a notice or a search request
Article 7. Information about the registrant's identity and scrutiny of the form or contents of a notice by the Registry
C. Registration of a notice
Article 8. Information required in an initial notice
Article 9. Grantor identifier
Article 10. Secured creditor identifier
Article 11. Description of encumbered assets
Article 12. Language of information in a notice
Article 13. Time of effectiveness of the registration of a notice
Article 14. Period of effectiveness of the registration of a notice
Article 15. Obligation to send a copy of a registered notice
D. Registration of an amendment or cancellation notice
Article 16. Right to register an amendment or cancellation notice
Article 17. Information required in an amendment notice
Article 18. Global amendment of secured creditor information
Article 19. Information required in a cancellation notice
Article 20. Compulsory registration of an amendment or cancellation notice
Article 21. Effectiveness of the registration of an amendment or cancellation notice not authorized by the secured creditor
E. Searches
Article 22. Search criteria
Article 23. Search results
F. Errors and post-registration changes
Article 24. Registrant errors in required information
Article 25. Post-registration change of grantor identifier
Article 26. Post-registration transfer of an encumbered asset
G. Organization of the Registry and the registry record
Article 27. The registrar
Article 28. Organization of information in the registry record
Article 29. Integrity of information in the registry record
Article 30. Removal of information from the public registry record and archival
Article 31. Correction of errors made by the Registry
Article 32. Limitation of liability of the Registry
Article 33. Registry fees.
Chapter V. Priority of a security right. A. General rules
Article 29. Competing security rights created by the same grantor
Article 30. Competing security rights created by different grantors
Article 31. Competing security rights in the case of a change in the method of third-party effectiveness
Article 32. Competing security rights in proceeds
Article 33. Competing security rights in tangible assets commingled in a mass or transformed into a product
Article 34. Security rights competing with rights of buyers or other transferees, lessees or licensees of an encumbered asset
Article 35. Impact of the grantor's insolvency on the priority of a security right
Article 36. Security rights competing with preferential claims
Article 37. Security rights competing with rights of judgment creditors
Article 38. Acquisition security rights competing with non-acquisition security rights
Article 39. Competing acquisition security rights
Article 40. Acquisition security rights competing with the rights of judgment creditors
Article 41. Competing security rights in proceeds of an asset subject to an acquisition security right
Article 42. Acquisition security rights extending to a mass or product competing with non-acquisition security rights in the mass or product
Article 43. Subordination
Article 44. Future advances and future encumbered assets
Article 45. Irrelevance of knowledge of the existence of a security right
B. Asset-specific rules
Article 46. Negotiable instruments
Article 47. Rights to payment of funds credited to a bank account
Article 48. Money
Article 49. Negotiable documents and tangible assets covered by negotiable documents
Article 50. Intellectual property
Article 51. Non-intermediated securities
Chapter VI. Rights and obligations of the parties and third-party obligors. Section I. Mutual rights and obligations of the parties to a security agreement
A. General rules
Article 52. Sources of mutual rights and obligations of the parties
Article 53. Obligation of the party in possession to exercise reasonable care
Article 54. Obligation of the secured creditor to return an encumbered asset
Article 55. Right of the secured creditor to use and inspect an encumbered asset, and to be reimbursed for expenses
Article 56. Right of the grantor to obtain information
B. Asset-specific rules
Article 57. Representations of the grantor of a security right in a receivable
Article 58. Right of the grantor or the secured creditor to notify the debtor of the receivable
Article 59. Right of the secured creditor to payment of a receivable
Article 60. Right of the secured creditor to preserve encumbered intellectual property
Section II. Rights and obligations of third-party obligors
A. Receivables
Article 61. Protection of the debtor of the receivable
Article 62. Notification of a security right in a receivable
Article 63. Discharge of the debtor of the receivable by payment
Article 64. Defences and rights of set-off of the debtor of the receivable
Article 65. Agreement not to raise defences or rights of set-off
Article 66. Modification of the contract giving rise to a receivable
Article 67. Recovery of payments
B. Negotiable instruments
Article 68. Rights as against the obligor under a negotiable instrument
C. Rights to payment of funds credited to a bank account
Article 69. Rights as against the deposit-taking institution
D. Negotiable documents and tangible assets covered by negotiable documents
Article 70. Rights as against the issuer of a negotiable document
E. Non-intermediated securities
Article 71. Rights as against the issuer of a non-intermediated security.
Chapter VII. Enforcement of a security right. A. General rules
Article 72. Post-default rights
Article 73. Methods of exercising post-default rights
Article 74. Relief for non-compliance
Article 75. Right of affected persons to terminate enforcement
Article 76. Right of a higher-ranking secured creditor to take over enforcement
Article 77. Right of the secured creditor to obtain possession of an encumbered asset
Article 78. Right of the secured creditor to dispose of an encumbered asset
Article 79. Distribution of the proceeds of a disposition of an encumbered asset and debtor's liability for any deficiency
Article 80. Right to propose the acquisition of an encumbered asset by the secured creditor
Article 81. Rights acquired in an encumbered asset
B. Asset-specific rules
Article 82. Collection of payment
Article 83. Collection of payment by an outright transferee of a receivable
Chapter VIII. Conflict of laws. A. General rules
Article 84. Mutual rights and obligations of the grantor and the secured creditor
Article 85. Security rights in tangible assets
Article 86. Security rights in intangible assets
Article 87. Security rights in receivables relating to immovable property
Article 88. Enforcement of security rights
Article 89. Security rights in proceeds
Article 90. Meaning of "location" of the grantor
Article 91. Relevant time for determining location
Article 92. Exclusion of renvoi
Article 93. Overriding mandatory rules and public policy (ordre public)
Article 94. Impact of commencement of insolvency proceedings on the law applicable to a security right
Article 95. Multi-unit States
B. Asset-specific rules
Article 96. Rights and obligations between third-party obligors and secured creditors
Article 97. Security rights in rights to payment of funds credited to a bank account
Article 98. Third-party effectiveness of a security right in certain types of asset by registration
Article 99. Security rights in intellectual property
Article 100. Security rights in non-intermediated securities
Chapter IX. Transition. Article 101. Amendment and repeal of other laws
Article 102. General applicability of this Law
Article 103. Applicability of prior law to matters that are the subject of proceedings commenced before the entry into force of this Law
Article 104. Applicability of prior law to the creation of a prior security right
Article 105. Transitional rules for determining the third-party effectiveness of a prior security right
Article 106. Application of prior law to the priority of a prior security right as against the rights of competing claimants arising under prior law
Article 107. Entry into force of this Law.
Article 2. Definitions and rules of interpretation
Article 3. Party autonomy
Article 4. General standards of conduct
Article 5. International origin and general principles
Chapter II. Creation of a security right. A. General rules
Article 6. Creation of a security right and requirements for a security agreement
Article 7. Obligations that may be secured
Article 8. Assets that may be encumbered
Article 9. Description of encumbered assets and secured obligations
Article 10. Rights to proceeds and commingled funds
Article 11. Tangible assets commingled in a mass or transformed into a product
Article 12. Extinguishment of security rights
B. Asset-specific rules
Article 13. Contractual limitations on the creation of security rights in receivables
Article 14. Personal or property rights securing or supporting payment or other performance of encumbered receivables or other intangible assets, or negotiable instruments
Article 15. Rights to payment of funds credited to a bank account
Article 16. Negotiable documents and tangible assets covered by negotiable documents
Article 17. Tangible assets with respect to which intellectual property is used
Chapter III. Effectiveness of a security right against third parties. A. General rules
Article 18. Primary methods for achieving third-party effectiveness
Article 19. Proceeds
Article 20. Tangible assets commingled in a mass or transformed into a product
Article 21. Changes in the method for achieving third-party effectiveness
Article 22. Lapses in third-party effectiveness
Article 23. Continuity in third-party effectiveness upon a change of the applicable law to this Law
Article 24. Acquisition security rights in consumer goods
B. Asset-specific rules
Article 25. Rights to payment of funds credited to a bank account
Article 26. Negotiable documents and tangible assets covered by negotiable documents
Article 27. Uncertificated non-intermediated securities.
Chapter IV. The registry system. Article 28. Establishment of the Registry
Model Registry Provisions. A. General rules
Article 1. Definitions and rules of interpretation
Article 2. Grantor's authorization for registration
Article 3. One notice sufficient for multiple security rights
Article 4. Advance registration
B. Access to registry services
Article 5. Conditions for access to registry services
Article 6. Rejection of the registration of a notice or a search request
Article 7. Information about the registrant's identity and scrutiny of the form or contents of a notice by the Registry
C. Registration of a notice
Article 8. Information required in an initial notice
Article 9. Grantor identifier
Article 10. Secured creditor identifier
Article 11. Description of encumbered assets
Article 12. Language of information in a notice
Article 13. Time of effectiveness of the registration of a notice
Article 14. Period of effectiveness of the registration of a notice
Article 15. Obligation to send a copy of a registered notice
D. Registration of an amendment or cancellation notice
Article 16. Right to register an amendment or cancellation notice
Article 17. Information required in an amendment notice
Article 18. Global amendment of secured creditor information
Article 19. Information required in a cancellation notice
Article 20. Compulsory registration of an amendment or cancellation notice
Article 21. Effectiveness of the registration of an amendment or cancellation notice not authorized by the secured creditor
E. Searches
Article 22. Search criteria
Article 23. Search results
F. Errors and post-registration changes
Article 24. Registrant errors in required information
Article 25. Post-registration change of grantor identifier
Article 26. Post-registration transfer of an encumbered asset
G. Organization of the Registry and the registry record
Article 27. The registrar
Article 28. Organization of information in the registry record
Article 29. Integrity of information in the registry record
Article 30. Removal of information from the public registry record and archival
Article 31. Correction of errors made by the Registry
Article 32. Limitation of liability of the Registry
Article 33. Registry fees.
Chapter V. Priority of a security right. A. General rules
Article 29. Competing security rights created by the same grantor
Article 30. Competing security rights created by different grantors
Article 31. Competing security rights in the case of a change in the method of third-party effectiveness
Article 32. Competing security rights in proceeds
Article 33. Competing security rights in tangible assets commingled in a mass or transformed into a product
Article 34. Security rights competing with rights of buyers or other transferees, lessees or licensees of an encumbered asset
Article 35. Impact of the grantor's insolvency on the priority of a security right
Article 36. Security rights competing with preferential claims
Article 37. Security rights competing with rights of judgment creditors
Article 38. Acquisition security rights competing with non-acquisition security rights
Article 39. Competing acquisition security rights
Article 40. Acquisition security rights competing with the rights of judgment creditors
Article 41. Competing security rights in proceeds of an asset subject to an acquisition security right
Article 42. Acquisition security rights extending to a mass or product competing with non-acquisition security rights in the mass or product
Article 43. Subordination
Article 44. Future advances and future encumbered assets
Article 45. Irrelevance of knowledge of the existence of a security right
B. Asset-specific rules
Article 46. Negotiable instruments
Article 47. Rights to payment of funds credited to a bank account
Article 48. Money
Article 49. Negotiable documents and tangible assets covered by negotiable documents
Article 50. Intellectual property
Article 51. Non-intermediated securities
Chapter VI. Rights and obligations of the parties and third-party obligors. Section I. Mutual rights and obligations of the parties to a security agreement
A. General rules
Article 52. Sources of mutual rights and obligations of the parties
Article 53. Obligation of the party in possession to exercise reasonable care
Article 54. Obligation of the secured creditor to return an encumbered asset
Article 55. Right of the secured creditor to use and inspect an encumbered asset, and to be reimbursed for expenses
Article 56. Right of the grantor to obtain information
B. Asset-specific rules
Article 57. Representations of the grantor of a security right in a receivable
Article 58. Right of the grantor or the secured creditor to notify the debtor of the receivable
Article 59. Right of the secured creditor to payment of a receivable
Article 60. Right of the secured creditor to preserve encumbered intellectual property
Section II. Rights and obligations of third-party obligors
A. Receivables
Article 61. Protection of the debtor of the receivable
Article 62. Notification of a security right in a receivable
Article 63. Discharge of the debtor of the receivable by payment
Article 64. Defences and rights of set-off of the debtor of the receivable
Article 65. Agreement not to raise defences or rights of set-off
Article 66. Modification of the contract giving rise to a receivable
Article 67. Recovery of payments
B. Negotiable instruments
Article 68. Rights as against the obligor under a negotiable instrument
C. Rights to payment of funds credited to a bank account
Article 69. Rights as against the deposit-taking institution
D. Negotiable documents and tangible assets covered by negotiable documents
Article 70. Rights as against the issuer of a negotiable document
E. Non-intermediated securities
Article 71. Rights as against the issuer of a non-intermediated security.
Chapter VII. Enforcement of a security right. A. General rules
Article 72. Post-default rights
Article 73. Methods of exercising post-default rights
Article 74. Relief for non-compliance
Article 75. Right of affected persons to terminate enforcement
Article 76. Right of a higher-ranking secured creditor to take over enforcement
Article 77. Right of the secured creditor to obtain possession of an encumbered asset
Article 78. Right of the secured creditor to dispose of an encumbered asset
Article 79. Distribution of the proceeds of a disposition of an encumbered asset and debtor's liability for any deficiency
Article 80. Right to propose the acquisition of an encumbered asset by the secured creditor
Article 81. Rights acquired in an encumbered asset
B. Asset-specific rules
Article 82. Collection of payment
Article 83. Collection of payment by an outright transferee of a receivable
Chapter VIII. Conflict of laws. A. General rules
Article 84. Mutual rights and obligations of the grantor and the secured creditor
Article 85. Security rights in tangible assets
Article 86. Security rights in intangible assets
Article 87. Security rights in receivables relating to immovable property
Article 88. Enforcement of security rights
Article 89. Security rights in proceeds
Article 90. Meaning of "location" of the grantor
Article 91. Relevant time for determining location
Article 92. Exclusion of renvoi
Article 93. Overriding mandatory rules and public policy (ordre public)
Article 94. Impact of commencement of insolvency proceedings on the law applicable to a security right
Article 95. Multi-unit States
B. Asset-specific rules
Article 96. Rights and obligations between third-party obligors and secured creditors
Article 97. Security rights in rights to payment of funds credited to a bank account
Article 98. Third-party effectiveness of a security right in certain types of asset by registration
Article 99. Security rights in intellectual property
Article 100. Security rights in non-intermediated securities
Chapter IX. Transition. Article 101. Amendment and repeal of other laws
Article 102. General applicability of this Law
Article 103. Applicability of prior law to matters that are the subject of proceedings commenced before the entry into force of this Law
Article 104. Applicability of prior law to the creation of a prior security right
Article 105. Transitional rules for determining the third-party effectiveness of a prior security right
Article 106. Application of prior law to the priority of a prior security right as against the rights of competing claimants arising under prior law
Article 107. Entry into force of this Law.
Summary
The UNCITRAL Model Law on Secured Transactions (the "Model Law") deals with security interests in all types of tangible and intangible movable property, such as goods, receivables, bank accounts, negotiable instruments, negotiable documents, non-intermediated securities and intellectual property with few exceptions, such as intermediated securities. The Model Law follows a unitary approach using one concept for all types of security interest, a functional approach under which the Model Law applies to all types of transaction that fulfil security purposes, such as a secured loan, retention-of-title sale or financial lease, and a comprehensive approach under which the Model Law applies to all types of asset, secured obligation, borrower and lender. In this way, the Model Law is intended to address the main problem of secured transactions laws around the world, that is, the multiplicity of regimes that creates gaps and inconsistencies. The Model Law includes a set of Model Registry Provisions (the "Model Provisions") that can be implemented in a statute or other type of legal instrument, or in both. The Model Provisions deal with the registration of notices of security interests in a publicly accessible Registry to make a security interest effective against third parties and to provide an objective basis for determining the priority of a security interest over the rights of competing claimants. By providing a transparent, comprehensive and rational legislative framework of secured financing, the Model Law is expected to have a beneficial impact on the availability and the cost of credit, in particular to small and medium-size enterprises in developing countries. This will not only assist in their market inclusion and alleviating poverty, but also contribute to achieving Goal 1 of the 17 Sustainable Development Goals on ending poverty. The Model Law is based on the United Nations Convention on the Assignment of Receivables in International Trade, the UNCITRAL Legislative Guide on Secured Transactions, the Supplement on Security Interests in Intellectual Property and the UNCITRAL Guide on the Implementation of a Security Rights Registry. For the treatment of security interests in insolvency, the Model Law relies on the recommendations of the UNCITRAL Legislative Guide on Secured Transactions and the UNCITRAL Legislative Guide on Insolvency Law.-- Publisher description.
Note
"V.16-04667" -- Back cover.
Location
STA
Call Number
K1100 .U544 2016
Language
English
ISBN
9789211338560
9211338565
9211338565
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