Q&As

Is a security document dated (ie completed) and filed at Companies House after the date of administration, but executed as a deed by the mortgagor (by its directors) prior to the appointment, valid and enforceable against the administrators?

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Published on LexisPSL on 27/02/2018

The following Restructuring & Insolvency Q&A provides comprehensive and up to date legal information covering:

  • Is a security document dated (ie completed) and filed at Companies House after the date of administration, but executed as a deed by the mortgagor (by its directors) prior to the appointment, valid and enforceable against the administrators?
  • What date was the charge created?
  • Consequences of failure to register a charge at Companies House
  • Do the powers of the directors to bind the company survive the appointment of administrators?

Is a security document dated (ie completed) and filed at Companies House after the date of administration, but executed as a deed by the mortgagor (by its directors) prior to the appointment, valid and enforceable against the administrators?

What date was the charge created?

In order for security to be enforceable against certain third parties, such as the administrator, the security must be registered at Companies House. Under section 859A of the Companies Act 2006 (CA 2006), the 'period allowed for delivery' of a registrable charge at Companies House, together with the 'Section 859D statement of particulars' (see Practice Note: How to register security at Companies House), is 21 days beginning with the day after the date of creation of the charge (unless an order allowing an extended period is made under CA 2006, s 859F(3)). CA 2006 contains provisions clarifying the meaning of the 'date of creation of the charge'.

A charge is deemed to have been created in accordance with the following rules set out in CA 2006, s 859E(1):

Type of ChargeDetailsDeemed date of creation
Charge created or evidenced by an instrumentThe instrument is a deed that has been executed and has immediate effect on execution and deliveryThe date of delivery
The instrument is a deed that has been executed and held in escrowThe date of delivery into escrow
The
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