Registration can have an important effect on the priority of competing security interests. Broadly speaking, there are two different systems for registration of security interests: • registration against the asset which has been secured, and • registration against the entity providing the security This Practice Note is concerned with the first system of registration, where the asset which is the subject of the security is an aircraft which is registered in the UK. For information about how registration against other assets affects priority of security interests, see Practice Notes: • Effect of registering security at HM Land Registry/Land Charges Department on priority of security interests • Effect of registering security on the UK Ship Register on priority of security interests, and • Effect of registering security at IP registries on priority of security interests In respect of the second system of registration, if the entity providing the security is a company which is formed and registered under the Companies Act 2006,

Registration can have an important effect on the priority of competing security interests. Broadly speaking, there are two different systems for registration: • registration against the asset which has been secured, and • registration against the entity providing the security This Practice Note is concerned with the first system of registration, where the asset which is the subject of the security is a ship registered in the UK. It briefly outlines the registration regime for ship mortgages before explaining the impact of registration on priority of competing security interests over ships. For information about how registration against other assets affects priority of security interests, see Practice Notes: • Effect of registering security at HM Land Registry or Land Charges Department on priority of security interests • Effect of registering security on the UK Register of Aircraft Mortgages on priority of security interests, and • Effect of registering security at the IP registries on priority of security interests Most security interests created

Registration can have an important effect on the priority of competing security interests. Broadly speaking, there are two different systems for registration of security interests: • registration against the asset which has been secured, and • registration against the entity providing the security This Practice Note is concerned with the first system of registration, where the asset which is the subject of the security is land located in England or Wales. For information about how registration against other assets affects priority of security interests, see Practice Notes: • Effect of registration on the UK Ship Register on priority of security interests • Effect of registration on the UK Register of Aircraft Mortgages on priority of security interests, and • Effect of registration at IP registries on priority of security interests Registration at an asset registry in most cases has a direct effect on the priority of the security but does not impact the validity. In contrast, where the security

Property Disputes analysis: This was a landlord’s claim for rent and other arrears against the original tenant and guarantor under a lease of a gym in Leeds. The first and second defendants had entered into an authorised guarantee agreement (‘AGA’) and guarantee (‘GAGA’) respectively when the lease was assigned to the current tenant, Virgin Active Limited (‘VAL’) in 2000. In 2021, VAL’s liability under the lease was released by a restructuring plan (‘the Plan’) sanctioned by the High Court under Part 26A of the Companies Act 2006 (CA 2006). When the claimant sued the defendants for the arrears, they argued that the Plan also released them from liability. The court rejected the defendants’ arguments and granted summary judgment on the landlord’s claim. Written by Imogen Dodds, barrister at Falcon Chambers.

The effect of a scheme of arrangement (scheme) At the sanction hearing the court may give an order sanctioning a scheme. Section 899(3) of the Companies Act 2006 (CA 2006) states: ‘A compromise or arrangement sanctioned by the court is binding on— (a) all creditors or the class of creditors or on the members or class of members (as the case may be), and (b) the company or, in the case of a company in the course of being wound up, the liquidator and contributories of the company.’ This is, however, qualified by CA 2006, s 899(4), which states that the court's order has no effect until a copy of it has been delivered to the Registrar of Companies (Companies House). It is therefore the date of filing a copy of the order at Companies House that marks the effective date of a scheme (see Q&A: How do you file documents (specifically an order sanctioning a new Corporate Insolvency and Governance Act 2020 restructuring plan, see section 901F(6)(b)

Dispute Resolution analysis: This case has its origins in a 2017 decision of the European Commission, which found there to have been price coordination between various manufacturers in respect of sales of certain products to car manufacturers. The claimants, a group of car manufacturers, brought claims against the manufacturers in consequence. The defendants raised various challenges relating to: an order for extension of time for service; the applicability of jurisdictional gateways permitting service out of the jurisdiction; and the question of whether an order permitting service outside the jurisdiction should be set aside on forum non conveniens grounds. The case was complicated by the number of parties involved, with defendants running different arguments in respect of different claimants and issues, and the fact that a settlement had been entered into with an anchor defendant late in the day. The court set aside the order for an extension of time. The defendants’ challenges on the basis of forum non conveniens also succeeded. The effect was to stay certain of the claims and dismiss the others. Written by Camilla Macpherson, head of Secretariat of P.R.I.M.E. Finance.

What happens when a debtor dies? A person may die insolvent. Their estate will be insolvent where its value is insufficient to meet all the debts and liabilities in full. In those circumstances, the administration of the estate is governed by the Administration of Insolvent Estates of Deceased Persons Order 1986 (DPO 1986), SI 1986/1999. DPO 1986, SI 1986/1999 applies to the estates of those who die insolvent, including those who die after a bankruptcy petition has been presented or a bankruptcy application made. Its principal effect is to modify the Insolvency Act 1986 (IA 1986). The relationship between DPO 1986, SI 1986/1999 and IA 1986 is discussed in Re Estate of Platon Elenin (aka Boris Abramovich Berezovsky). What should happen to the insolvent estate? Unless a bankruptcy order has been made (or a bankruptcy petition presented or bankruptcy application made) the insolvent estate must be administered in one of three ways: • by the personal representatives (PRs) • pursuant to an administration action • pursuant to an insolvency

This Practice Note sets out guidance as to what happens when proceedings have been commenced against a company and: • a winding-up petition is presented against the company, or • the company's members pass a resolution to wind it up through a creditors' voluntary liquidation (CVL) Any formal insolvency proceeding is a collective remedy. This means that all unsecured creditors rank equally. A judgment obtained in any proceedings against the company does not create any form of priority over other creditors in the same class. Nor is a judgment any form of security. It follows that the decision whether to continue proceedings against a company which is being wound up is primarily a commercial one rather than a legal one. There is frequently no commercial advantage in incurring further legal costs against an insolvent company. For further reading, see: Proof of debt—overview. It should also be borne in mind that any disposition of any company property after the presentation of

under EU law, a jurisdictional test which determines whether EU or national law is applicable to potentially anti-competitive conduct.

Article 101(1) TFEU and Article 102 TFEU will only apply to market conduct (whether agreements/concerted practices or unilateral conduct, respectively) that may appreciably affect trade between EU Member States. This is a jurisdictional criterion delimiting the scope of EU competition law; where it is met, EU law may apply alongside national competition law. Where there is no appreciable 'effect on trade' between Member States, national competition law may apply—eg the national competition law prohibitions in France will apply where conduct may affect trade exclusively within France. The European Commission (Commission) and the EU Courts have given the inter-state clause a wide interpretation, with the implication that Article 101(1) TFEU and Article 102 TFEU will apply to national agreements or conduct where there is some foreclosure effect or impact on imports. In practice, this has proven to be a low hurdle. The distinction nevertheless remains important. Regulation 1/2003 may require EU and national competition law to be applied concurrently, and national rules may differ in territorial scope, procedure, sanctions and permissible outcomes. The

Background to the regulated activities of effecting and carrying out contracts of insurance The regulation of carrying on insurance business in the UK dates back to 1870 with the enactment of the Life Assurance Companies Act 1870 (which contained a requirement for any company engaged in life assurance business to make a deposit in court by way of security). A number of enhancements were made by successive pieces of legislation. The original UK system of regulation was rendered somewhat obsolete by the implementation of various pieces of EU legislation dating back to the early 1970s: there followed a directive governing life assurance. These directives included: • the First Non-Life Insurance Directive (Directive 73/239/EEC), which brought in a European Economic Community (EEC) system of solvency margins, as well as a procedure for insurers to follow if they fail to meet such requirements • the First Life Insurance Directive (Directive 79/267/EEC), which contained similar provisions to the first non-life insurance directive • the Second Non-Life Insurance Directive (Directive 88/357/EEC) which enhanced the first non-life insurance directive

Aim of this flowchart Under section 19 of the Financial Services and Markets Act 2000, a person that carries on a regulated activity by way of business in the UK, where there is no applicable exclusion or exemption, must be authorised by the Prudential Regulation