Part 12: Part 12: Register of Financing Statements
Article 136 - Definitions
In this Part the following expressions shall bear the meaning given to them in the Security Regulations:
"Business Days"; "Collateral"; "Debtor"; "Goods"; " Person", "Proceeds"; "Personal Property"; "Secured Party"; "Security Agreement"; "Security Interest"; and "Unique Identifying Number".
Amended by QFCA RM2012-1 (as from 11th April 2012)
Article 137 - The Register(1) There is to be a register of financing statements established and maintained by the
CRO.(2) Subject to the Security Regulations, these Regulationsand any rules made by the QFC Authority, the filing of a financing statement is effective for the purposes of perfecting a Security Interest and determining priority.(3) The filing of a financing statement does not create a presumption that the Security Regulationsapplies to the transaction to which the filing relates.(4) The QFC Authoritymay make rules in respect of any matter that facilitates the administration of this Part or furthers the purposes of this Part, including but not limited to rules which may:(A) provide criteria for the effective filing of financing statements, amendments and other records and notifications required or permitted under this Part, including without limitation requirements as to their form, content and medium and the identification of the Debtor, the Secured Party and the Collateral;(B) provide for standard forms for use in filing financing statements, amendments and other records and notifications under paragraph (A);(C) provide for indexing, publication and licensing of financing statements, amendments and other records either individually or collectively;(D) exclude or limit the liability of the CRO; and(E) prescribe fees payable for processing applications for filing and production of records under this Part.
Article 138 - Financing statement(1) A financing statement must be filed in accordance with this Part and any further
Regulations.(2) The filing of a financing statement is ineffective unless the Debtor consents to the filing. A Debtor who enters into a Security Agreement is treated as consenting to the filing of a financing statement which relates to the Collateral mentioned in the Security Agreement and its Proceeds.(3) The filing of a financing change statement which:(A) adds to the Collateral covered by a financing statement; or(B) adds a Debtor to a financing statementis ineffective unless that Debtor consents to the filing.(4) A Debtor may consent to the filing of a financing statement, or be treated as consenting under paragraph (2), with retrospective effect from the date of filing.(5) Subject to Article 142, a financing statement must contain the following information to be effective:(A) the name of the Debtor;(B) the Debtor's registered number (if any);(C) the name and address of the Secured Party or its agent (if any);(D) a description of the Collateral;(E) whether the filing is to continue indefinitely or for a specified period; and(F) such other matters as may be prescribed in rules made by the QFC Authority.(6) If the Collateral is of a type which has a Unique Identifying Number, that number must also be included in the financing statement if that Collateral is of a type prescribed in rules made by the QFC Authority. Amended (as from 5th April 2015).
Article 139 - Time of filing(1) Filing of a financing statement is effective when a date, time and financing statement number are assigned to it by the
CRO.(2) A financing statement may be filed:(A) before or after a Security Agreement is made; and(B) before or after a Security Interest attaches.(3) A financing statement may relate to one or more Security Agreements.(4) The CROshall not accept a filing:(A) until any Prescribed Feesare paid; and(B) which does not provide information relating to each category listed in Article 138(5).(5) If the CROis satisfied that an entry on the register was not filed in accordance with, or for the purposes of, this Part the CROshall notify the Secured Party (or its agent) and any other person named on the financing statement. The CROmay remove the entry from the register 21 Business Days after such notification unless any recipient of such notice applies for an order from the QFC Civil and Commercial Courtto maintain that entry on the register.(6) On application to the QFC Civil and Commercial Courtunder Article 139(5), the QFC Civil and Commercial Courtmay order that the entry on the register:(A) be maintained on any condition that the QFC Civil and Commercial Courtconsiders appropriate; or(B) be removedand the CROmust amend the register as relevant to that financing statement accordingly. Amended by QFCA RM2012-1 (as from 11th April 2012)
Article 140 - Duration of filing(1) Subject to paragraph (2), a filing continues to have effect:(A) indefinitely; or(B) if a specified period is indicated on the financing statement, for that specified period.(2) A filing ceases to have effect when it is discharged.
Article 141 - CRO to issue verification statement(1) As soon as reasonably practicable after the filing of a financing statement or financing change statement the
CROmust send a verification statement to the Person making the filing.(2) "Verification statement" means a statement containing:(A) the information contained in the financing statement or financing change statement;(B) the financing statement number or financing change statement number;(C) the date and time of filing; and(D) any other prescribed data which is required to confirm the filing of a financing statement.(3) The Secured Party or Person named as the Secured Party in the financing statement or financing change statement must send to the Debtor a copy of the verification statement within ten Business Days of receiving it, unless the Debtor has waived in writing the right to receive a copy or the Debtor files the financing statement or financing change statement.
Article 142 - Errors in financing statement(1) A financing statement is not effective:(A) if it contains a defect, irregularity, omission or error such that the existence of the Security Interest would not be discovered by a reasonable search under Article 145 (whether or not a search is actually carried out); or(B) to the extent that it purports to include Collateral not mentioned in any Security Agreement to which it may relate.(2) Failure to provide a description in a financing statement in relation to any item or kind of Collateral does not make the filing ineffective with respect to other Collateral described in the financing statement.(3) Without limiting the generality of paragraph (1), a purchaser of Goods with a Unique Identifying Number who searches the register using that number alone is taken to have made a reasonable search.(4) Failure to provide the correct Unique Identifying Number in relation to any item of Collateral does not make the filing ineffective with respect to other Collateral described in the financing statement.(5) The effectiveness of a financing statement is not otherwise affected by any defect, irregularity, omission or error not specified in paragraph (1).
Amended by QFCA RM2012-1 (as from 11th April 2012)
Article 143 - Renewal and amendment of filing(1) A filing may be renewed by filing a financing change statement at any time before the filing expires and the period of time for which the filing is effective is extended by the renewal period indicated on the financing change statement.(2) An amendment to a filing may be effected by filing a financing change statement at any time before the filing expires, and the amendment is effective from the time when the financing change statement is filed to the expiry of the filing which is being amended.(3) If the Debtor changes its name, registered number (if any) or other identifier it must file a financing change statement with the
CROwithin 21 Business Days. Amended by QFCA RM2012-1 (as from 11th April 2012)
Article 144 - Filing of transfers and subordinations(1) If a Secured Party with a Security Interest perfected by filing transfers the Security Interest or a part of it, a financing change statement may be filed disclosing the transfer. Where only an interest in part of the Collateral is transferred, the financing change statement must contain a description of the Collateral in which the interest is transferred.(2) After the filing of a financing change statement disclosing a transfer of a Security Interest, the transferee is the Secured Party for the purposes of the
Security Regulations.(3) If a Secured Party transfers a Security Interest which is not perfected or has not been perfected by filing, a financing statement may be filed (before or after the transfer) in which the transferee is disclosed as the Secured Party.(4) For the avoidance of doubt, the transferee of a Security Interest is not required to file a financing change statement in order to continue the perfected status of the Security Interest against purchasers or in the event of insolvency.(5) Where a Security Interest has been subordinated by the Secured Party to the interest of another Person, a financing change statement may be filed to disclose the subordination at any time.
Article 145 - Searches(1) The register must be organised so as to permit searches and under one or more of the following criteria:(A) the name of the Debtor;(B) the registered number of the Debtor (if any);(C) the financing statement number;(D) the Collateral's Unique Identifying Number (if any),and any additional criteria specified by the
CRO.(2) A search result that purports to be authorised by the CRO, whether printed by the CROor by any other Person, is receivable as evidence as prima facie proof of its contents, including:(A) the date of filing of a financing statement to which the search result refers; and(B) the order of filing of the financing statement as indicated by the financing statement number.(3) The CROshall not authorise a search result until any Prescribed Feeis paid. Amended by QFCA RM2012-1 (as from 11th April 2012)
Article 146 - Debtor may require financing change statement(1) If:(A) a financing statement is filed; and(B) one of the conditions set out in column 1 of Table 1 in Schedule 2 to these
Regulationsis satisfied, the Debtor, or any Person with an interest in Personal Property which falls within the Collateral description on the financing statement, may give a notice in writing (a "requirement notice") to the Secured Party.(2) The requirement notice must:(A) specify the condition which is satisfied;(B) require the Secured Party to file a financing change statement with the effect indicated in column 2 of Table 1 in Schedule 2 relating to that condition; and(C) inform the Secured Party that failure to comply with the requirement notice may result in the Person who gives the notice filing the appropriate financing change statement.(3) If the Person who gives a requirement notice is not the sole Debtor, he must send a copy of the requirement notice to every other Debtor to whom the financing statement relates within 5 Business Days of the requirement notice being given to the Secured Party.(4) The Person who gives a requirement notice may file a financing change statement as requested in the requirement notice if the Secured Party does not, within 21 Business Days after the requirement notice is given, either:(A) comply with the requirement notice; or(B) apply for an order from the QFC Civil and Commercial Courtto maintain the filing of the financing statement to which the requirement notice relates and notify the Person who gave the requirement notice and the CROaccordingly.(5) If the CROreceives notification under paragraph (4)(B), it must as soon as reasonably practicable amend the entry on the register relating to the financing statement in question to show that it is the subject of a dispute.(6) On application to the QFC Civil and Commercial Courtby a Secured Party, the QFC Civil and Commercial Courtmay order that the filing:(A) be maintained on any condition and for any period of time that the QFC Civil and Commercial Courtconsiders appropriate, subject to Article 140 and Article 141; or(B) be discharged or amendedand the CROmust amend the entry on the register relating to the financing statement accordingly.(7) Notices under this Article 146 must be given in the prescribed manner. Amended (as from 5th April 2015).