UNCITRAL guide on the implementation of a security rights registry

UNCITRAL guide on the implementation of a security rights registry You do not have access to this content

English
Click to Access: 
    http://oecd.metastore.ingenta.com/content/55b77980-en.pdf
  • PDF
  • http://www.keepeek.com/Digital-Asset-Management/oecd/international-law-and-justice/uncitral-guide-on-the-implementation-of-a-security-rights-registry_55b77980-en
  • READ
Author(s):
UN
28 May 2014
Pages:
172
ISBN:
9789210566421 (PDF)
http://dx.doi.org/10.18356/55b77980-en

Hide / Show Abstract

This publication (the Registry Guide) provides guidance to States with respect to the establishment and operation of a general security rights registry of the kind recommended in the UNCITRAL Legislative Guide on Secured Transactions (the Secured Transactions Guide). The Guide is a stand-alone text discussing the key issues that should be addressed in secured transactions law in line with the Secured Transactions Guide and in some detail all practical issues related to the establishment and operation of a general security rights registry. It also contains recommendations that suggest how all registry-related issues should be addressed in administrative registry regulations and examples of registry forms, intended to provide guidance to the registry system designers, the registry staff and the registry users.
Also available in French, Spanish
loader image

Expand / Collapse Hide / Show all Abstracts Table of Contents

  • Mark Click to Access
  • Preface
    The UNCITRAL Guide on the Implementation of a Security Rights Registry (the “Registry Guide”) was prepared by the United Nations Commission on International Trade Law (UNCITRAL).
  • Introduction
    The UNCITRAL Guide on the Implementation of a Security Rights Registry (the “Registry Guide”) builds on the UNCITRAL Legislative Guide on Secured Transactions (the “Secured Transactions Guide”) and its Supplement on Security Rights in Intellectual Property (the “Intellectual Property Supplement”), which deal with the full range of issues that should be addressed in modern laws on secured transactions. The establishment of a publicly accessible registry in which information about the potential existence of a security right in a movable asset may be registered is an essential feature of the Secured Transactions Guide and of modern law reform initiatives in this area generally. Chapter IV of the Secured Transactions Guide contains commentary and recommendations on many aspects of a general security rights registry. Chapters III and V of that Guide address the related issues of the effectiveness of a security right against third parties and the priority of a security right.
  • Establishment and functions of the security rights registry
    The opening provisions of the Regulation provide for the establishment of the registry and reiterate briefly that, as set out in the Law, the purpose of the registry is to receive, store and make available to the public information relating to security rights in movable assets (see rec. 1 below).
  • Access to registry services
    The Secured Transactions Guide recommends that any person may register a notice of an existing or potential security right or search the public registry record (see Secured Transactions Guide, chap. IV, paras. 25-30 and rec. 54, subparas. (f) and (g)). Ensuring public access to registry services is in line with one of the key objectives of the Secured Transactions Guide, which is to enhance certainty and transparency with respect to security rights in movable assets (see Secured Transactions Guide, chap. IV, para. 25, and rec. 1, subpara. (f)). Because of its importance, this principle should be stated in the Regulation (see rec. 4 below).
  • Registration
    The Secured Transactions Guide recommends that the registration of an initial or amendment notice should become effective only when the information contained in the notice is entered into the registry record so as to be available to searchers, rather than when the information contained in the notice is received by the registry (see Secured Transactions Guide, chap. IV, paras. 102-105, and rec. 70).
  • Registration of initial notices
    The Secured Transactions Guide recommends (see Secured Transactions Guide, chap. IV, paras. 65-97, and rec. 57) that an initial notice must contain the following information for the registration to be accepted by the registry: (a) the identifier and address of the grantor; (b) the identifier and address of the secured creditor or its representative; (c) a description of the encumbered asset; (d) the period of effectiveness of the registration, if the enacting State allows registrants to select the period of effectiveness of the notice (see rec. 12, option B or C, and paras. 113-121 above); and (e) the maximum monetary amount for which the secured creditor may enforce the security right, if the enacting State chooses to require this information (see paras. 200-204 below). The Regulation should restate and supplement this recommendation (see rec. 23 below).
  • Registration of amendment and cancellation notices
    A secured creditor may wish to amend the information in a registered notice for a variety of reasons, for example, to correct an error in a previous registered notice or to update the registration information as a result of subsequent events. This is done by submitting an amendment notice to the registry. The Regulation should make it clear that the secured creditor is responsible for entering the information relating to the amendment in the same manner as required by the Regulation for entering information of that kind in an initial notice (see rec. 19 above and rec. 30 below).
  • Search criteria and search results
    As already explained (see paras. 128-130 above), under the approach recommended in the Secured Transactions Guide, information in the registry record must be indexed or otherwise organized so as to be searchable by reference to the identifier of the grantor. Accordingly, the Regulation should provide that the identifier of the grantor is the principal criterion by which registration information may be searched and retrieved (see rec. 34, subpara (a), below).
  • Registration and search fees
    The Secured Transactions Guide recommends that registration and search fees should not be used to raise revenue for the enacting State but rather be set purely on a cost-recovery basis (see Secured Transactions Guide, chap. IV, para. 37, and rec. 54, subpara. (i)). The reason for this approach is that excessive fees and transaction taxes will significantly deter utilization of the registry, thereby undermining the overall success of the enacting State’s Law. In assessing the level of revenue from registry fees needed to achieve cost recovery, account should be taken not only of the initial start-up costs related to the establishment of a registry but also of the costs necessary to fund its operation, including the costs of: (a) the salaries of registry staff; (b) upgrading and replacing hardware and software; (c) ongoing staff training; and (d) promotional activities and training for registry users.
  • Add to Marked List