COMPANIES ACT (NORTHERN IRELAND) 1960

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COMPANIES ACT (NORTHERN IRELAND) 1960 - SECT 93



93.(1) Subject to the provisions of this Part, every charge created after
the fixed date by a company and being a charge to which this section applies
shall, so far as any security on the company's property or undertaking is
conferred thereby, be void against the liquidator and any creditor of
the company, unless the prescribed particulars of the charge together with the
instrument, if any, by which the charge is created or evidenced, are delivered
to or received by the registrar of companies for registration in manner
required by this Act within twenty-one days after the date of its creation,
but without prejudice to any contract or obligation for repayment of the money
thereby secured, and when a charge becomes void under this section the money
secured thereby shall immediately become payable.

(2) This section applies to the following charges:

(a)a charge for the purpose of securing any issue of debentures;

(b)a charge on uncalled share capital of the company;

(c)a charge created or evidenced by an instrument which, if executed by an
individual, would require registration as a bill of sale;

(d)a charge on land, wherever situate, or any interest therein, but not
including a charge for any rent or other periodical sum issuing out of land;

(e)a charge on book debts of the company;

(f)a floating charge on the undertaking or property of the company;

(g)a charge on calls made but not paid;

(h)a charge on a ship [or aircraft] or any share in a ship;

(i)a charge on goodwill, on a patent or a licence under a patent, on a
trademark or on a copyright or a licence under a copyright.

(3) In the case of a charge created out of the United Kingdom comprising
property situate outside the United Kingdom, the delivery to and the receipt
by the registrar of a copy verified in the prescribed manner of the instrument
by which the charge is created or evidenced shall have the same effect for the
purposes of this section as the delivery and receipt of the instrument itself,
and twenty-one days after the date on which the instrument or copy could, in
due course of post, and if despatched with due diligence, have been received
in Northern Ireland shall be substituted for twenty-one days after the date of
the creation of the charge as the time within which the particulars and
instrument or copy are to be delivered to the registrar.

(4) Where a charge is created in the United Kingdom but comprises property
outside the United Kingdom, the instrument creating or purporting to create
the charge may be sent for registration under this section notwithstanding
that further proceedings may be necessary to make the charge valid or
effectual according to the law of the country in which the property is
situate.

(5) Where a charge comprises property situate in Great Britain and
registration in the country where the property is situate is necessary to make
the charge valid or effectual according to the law of that country, the
delivery to and the receipt by the registrar of a copy verified in the
prescribed manner of the instrument by which the charge is created or
evidenced, together with a certificate in the prescribed form stating that the
charge was presented for registration in the country in which the property is
situated, on the date on which it was so presented shall, for the purposes of
this section, have the same effect as the delivery and receipt of the
instrument itself.

(6) Where a negotiable instrument has been given to secure the payment of any
book debts of a company the deposit of the instrument for the purpose of
securing an advance to the company shall not, for the purposes of this
section, be treated as a charge on those book debts.

(7) The holding of debentures entitling the holder to a charge on land shall
not for the purposes of this section be deemed to be an interest in land.

(8) Where a series of debentures containing, or giving by reference to any
other instrument, any charge to the benefit of which the debenture holders of
that series are entitled pari passu is created by a company, it shall, for the
purposes of this section, be sufficient if there are delivered to or received
by the registrar, within twenty-one days after the execution of the deed
containing the charge or, if there is no such deed, after the execution of any
debentures of the series, the following particulars [in the prescribed form]:

(a)the total amount secured by the whole series; and

(b)the dates of the resolutions authorising the issue of the series and the
date of the covering deed, if any, by which the security is created or
defined; and

(c)a general description of the property charged; and

(d)the names of the trustees, if any, for the debenture holders;

(9) Where any commission, allowance or discount has been paid or made either
directly or indirectly by a company to any person in consideration of his
subscribing or agreeing to subscribe, whether absolutely or conditionally, for
any debentures of the company, or procuring or agreeing to procure
subscriptions, whether absolute or conditional, for any such debentures, the
particulars required to be sent for registration under this section shall
include particulars as to the amount or rate per cent. of the commission,
discount or allowance so paid or made, but omission to do this shall not
affect the validity of the debentures issued, so, however, that the deposit of
any debentures as security for any debt of the company shall not, for the
purposes of this sub-section, be treated as the issue of the debentures at a
discount.

(10) In this Part

(a)"charge" includes mortgage;

(b)"the fixed date" means in relation to the charges specified in paragraphs
(a) to (f) of sub-section (2), the first day of July, nineteen hundred and
eight, and in relation to the charges specified in paragraphs (g) to (i) of
that sub-section, the first day of January, nineteen hundred and thirty-three.
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Northern Irish Legislation

COMPANIES ACT (NORTHERN IRELAND) 1960 - SECT 93
