[Govorim] NUMBER ONE Success System

[Tommy Lee]

http://www.noss123.com/

Perfection *Main article: Perfection (law)*

Perfection of security interests means different things to lawyers in
different jurisdictions.

   - in English law, perfection has no defined statutory or judicial
   meaning, but academics have pressed the view that it refers to the
   attachment of the security interest to the underlying asset. Others have
   argued cogently that *attachment* is a separate legal concept, and
   that perfection refers to any steps required to ensure that the security
   interest is enforceable against third parties.[25]
   - in American law, perfection is generally taken to refer to any steps
   required to ensure that the security interest remains enforceable on the
   debtor's bankruptcy.

With the Americanisation of the world's legal profession, the second
definition is becoming more frequently used commercially, and arguably is to
be preferred, as the traditional English legal usage has little purpose
except in relation to the comparatively rare true legal mortgage (very few
other security interests require additional steps to attach to the asset,
but security interests frequently require some form of registration to be
enforceable on the chargor's insolvency).

[edit] "Quasi-security"

There are a number of other arrangements which parties can put in place
which have the effect of conferring security in a commercial sense, but do
not actually create a proprietary security interest in the assets. For
example, it is possible to grant a power of attorney or conditional option
in favour of the secured party relating to the subject matter, or to utilise
a retention of title arrangement, or execute undated transfer instruments.
Whilst these techniques may provide protection for the secured party, they
do not confer a proprietary interest in the assets which the arrangements
relate to, and their effectiveness may be limited if the debtor goes into
bankruptcy.

It is also possible to replicate the effect of security by making an
outright transfer of the asset, with a provision that the asset is
re-transferred once the secured obligations are repaid. In some
jurisdictions, these arrangements may be recharacterised as the grant of a
mortgage, but most jurisdictions tend to allow the parties freedom to
characterise their transactions as they see fit.[26] Common examples of this
are financings using a stock loan or repo agreement to collateralise the
cash advance, and title transfer arrangements (for example, under the
"Transfer" form English Law credit support annex to an ISDA Master Agreement
(as distinguished from the other forms of CSA, which grant security)).
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