You hereby waive and agree to waive all and any rights and claims for any consideration, fees, royalties, charges and/or other payments in relation to our use, disclosure, adoption and/or modification of any or all of your FeedbackÂ, 8.      Limited Liability and WarrantyÂ. As the Bank's Floating Charge covers all of the Borrower's assets, the Bank would also have a floating charge over all of the Borrower's cash. Preferential Creditors (d) Does registration of a charge confer notice of a negative pledge clause or automatic crystallisation clause? In the absence of any restriction under the terms of the Floating Charge prohibiting the Borrower from granting subsequent interests, as between the Bank's Floating Charge over the Borrower's cash (including cash deposited with the Other Creditor), and the Other Creditor's fixed charge over such cash, prima facie, the Borrower would have been impliedly authorised to grant the subsequent fixed charge to the Other Creditor, as this would have been in the ordinary course of its business (see para. 8.2.5 defects in the Website will be corrected. A floating charge operates in equity, and becomes a fixed charge upon a “crystallisation event” which is usually defined in the debenture, such as: (1) ... assets under the floating charge will not gain priority.7 (3) Notice The registration of the charge … This decision has been overturned by the Supreme Court, click here for our update. 3 It will provide a brief overview of pledges, mortgages, charges, and lines.14 Part III will then look closer at fixed and floating charges. receivables assigned in accordance with, s9 of the Law Amendment and Reform (Consolidation) Ordinance (Cap. Converting a floating charge. In case of liquidation of the company, the floating charge holder can appoint an administrative receiver who will ensure maximum return to them. We do not accept any responsibility whatsoever in respect of any such Information. 27. Before insolvency the floating charge applies abstractly to groups of assets; during insolvency the charge is applied to specific assets and so becomes clearly defined — it’s crystalised. However, in practice, floating charges in Hong Kong almost always contain restrictive covenants prohibiting chargors from assigning or otherwise encumbering charged assets with interests ranking in priority to, or, 8. Failure to supply such data may result in Deacons being unable to provide clients with the legal services, or generally to give clients the legal advice, requested. A fixed charge is created on some property capable of being defined. However, where the Borrower grants a later fixed charge over cash which has been deposited with another banking institution such as the Other Creditor, particular issues with respect to priority may arise. Your personal data will generally be kept confidential and will not be disclosed to any other person without your consent. The links on the Website may take you to other sites and you acknowledge and agree that we have no responsibility for the accuracy or availability of any Information provided by linked websites. Requests for access to or to correct personal data should be addressed to The Director of Operation, Deacons. the charge will crystallise into a fixed charge and the chargee will have the option to enforce the charge. 8.      Your right of access to and to correct personal data Â. We may, however, collect a very limited amount of your personal data (by "personal data", we mean information about you or which can be used to ascertain your identity). fixed charge over cash margin held in an account in Hong Kong with the Other Creditor (which is a bank); 5. Where Do Fixed and Floating Charges Rank For Repayment in Insolvency? Priority Of A Floating Charge Under The Companies And Allied Matters Act Security is crucial in virtually every loan transaction as it ensures that a lender is able to … Examples of financial arrangements that are commonly subject to a fixed charge include: A floating charge applies to assets with a quantity and value that can change periodically, such as stock, debtors and moveable plant and machinery. Under and in accordance with the terms of the Personal Data (Privacy) Ordinance (the 'Ordinance') any individual: has the right to check whether the Firm holds data about him/her and the right of access to such data; has the right to require the Firm to correct any data relating to him/her which is inaccurate; has the right to ascertain the Firm's policies and practices in relation to data and to be informed of the kind of personal data held by the Firm. 8.2    We do not guarantee or assume any responsibility that: 8.2.1 the Information on the Website is accurate, adequate, current or reliable, or may be used for any purpose other than for general reference; 8.2.2 the Information on the Website is free of defect, error, omission, virus or anything which may change, erase, add to or damage your software, data or equipment; 8.2.3 messages sent through the internet will be free from interception, corruption or loss; 8.2.4 access to the Website will be available or be uninterrupted; or. If any of these data are incorrect or inaccurate, you have the right to correct or update them. 29. 3. The main difference between the two lies in the types of assets held as collateral and the flexibility in disposing the asset over the life of the loan. charges relate to other types of security interests. For people intending on applying for jobs within Deacons you should aware that it is necessary for staff members ('data subjects') to supply the Firm with data about themselves and sometimes also their family members from time to time in connection with their employment. The floating charge is traditionally seen as a beneficial instrument for both a lender and a borrower. In the absence of any restriction in the terms of the Floating Charge against creation of subsequent pledges, as between the Bank's prior Floating Charge over the Borrower's assets (including goods owned by the Borrower) and the Other Creditor's pledge of bills of lading (representing pledged goods), the Borrower (as pledgor) would have been impliedly authorised by the Bank to pledge the bills of lading to the Other Creditor prior to crystallisation of the Floating Charge as this would be in the ordinary course of its business (see para. You also have the option to opt-out of these cookies. We’ve helped 1000’s of directors navigate difficult financial circumstances. A common example of a fixed charge in practice can often be seen in factoring or invoice discounting facilities. The person to whom requests for access to data or correction of data for information regarding policies and practices and kind of data held are to be addressed to The Head of Human Resources & Administration, Deacons. land, expensive equipment, etc.). Deacons ('us', 'we', 'our') may change the Terms of Use from time to time in our sole discretion without notice or liability to you. Â. You will exercise and rely solely on your own skill and judgment in your use and interpretation of the Information. It is often necessary for individual clients or (where clients are businesses, incorporated or otherwise) their individual representatives (including without limitation directors, other officers, employees and staff members of client businesses) (in this statement these individual representatives will, for the sake of brevity, also be referred to generally as “clients” and, in paragraph 4.7(b) below, as "Representatives") to supply Deacons with data about themselves in connection with Deacons’ provision of legal advice and services to those clients.  These data may include copies, and other details, of identity documents, proof of address, other contact details, and proof of authority to instruct Deacons. In accordance with the Ordinance, we are entitled to charge a reasonable fee for processing any data access or correction requests. there have been credits, debts and other dealings between a company in liquidation and a creditor which permit a financial balance to be struck; the credits, debts and other dealings must have been mutual, meaning they must be between the same persons and in the same right; the claim must be provable in liquidation; and. In this quick guide, we’re going to explain what fixed and floating charges are and explore the differences between them so you’ll know what you’re signing up for. by the joint operation of a negative pledge clause and automatic crystallisation clause), it is likely that the Other Creditor would retain priority with respect to the pledged bills of lading (provided that it did not have actual notice of the negative pledge and automatic crystallisation clauses). Except with our express permission, you are not allowed to upload, post, publish, reproduce, transmit or distribute in any way any component of the Website itself or create derivative works with respect thereto, as the Website is copyrighted under applicable laws. BE SURE TO READ THE TERMS AND CONDITIONS BELOW (‘TERMS OF USE'), AS THEY APPLY TO YOUR USE OF THIS WEBSITE (THE 'WEBSITE') AND CONTROL ALL ASPECTS OF YOUR ACCESS TO AND USE OF THE WEBSITE. You understand that Deacons and/or third party contributors (if any) to the Website may choose at any time to inhibit or prohibit their content from being accessed under these terms and conditions. The most important right of a fixed and floating charge holder is priority against other unsecured creditors. 18. If the business is unable to keep to the terms of the finance agreement, the lender will take charge of the asset and look to sell it in order to recoup the money it is owed. This website uses cookies to improve your experience while you navigate through the website. However, where such cash is "collateral" for any amounts which may become owing to the Other Creditor ("cash margin"), upon the Borrower's insolvency, the Other Creditor would normally be able to assert a claim over such cash margin pursuant to the mandatory insolvency set-off rules under s35 of the Bankruptcy Ordinance (Cap. This means that crystallisation will likely destroy the mutuality of claims required for a set-off to take place between the Other Creditor and the Borrower under para. A floating charge is helpful to companies because it allows them to finance their operations by using current assets such as inventory. 32), certain types of charges (including floating charges) created by Hong Kong companies and non-Hong Kong companies with a place of business in Hong Kong must be registered with the Companies Registry within 5 weeks of creation. You specifically acknowledge that Deacons is not liable for any defamatory, offensive, or illegal conduct of other users or their parties and that the risk of injury from the foregoing rests entirely with the user. Under s35 BO, insolvency set-off is available where: 28. That helps to protect the lender’s position as it can seize and sell the asset that has been given as security if the loan cannot be repaid. 3.7 Notice. Links to other websites do not constitute an endorsement by us of such websites or the Information, products, advertising or other materials available on those websites. 5. marketing Deacons' own legal services and/or related products. 1 THE INSOLVENCY CONSEQUENCES OF THE ABOLITION OF THE FIXED/FLOATING CHARGE DISTINCTION 1Introduction 1.1In May 2016 the STLRP set out its current thinking in its April 2016 Draft Policy Paper1. If the Other Creditor has a valid pledge of goods under pledged warehouse receipts, its priority position as against the Bank would likely be the same as that under pledged bills of lading (see paras. 10, above), since the Borrower's cash is held in accounts with the Other Creditor, there is no need for the Other Creditor to give notice to itself (as the account debtor) and such notice will generally be presumed. You may also hear terms like ‘first charge’, ‘second charge’, and so on — these refer to the order of priority given to each charge. Failure to supply such data will result in the Firm being unable to operate its practice properly and may affect a data subject's employment prospects with the Firm and even result in dismissal. and floating charge because of the weaknesses of floating charges compared to fixed charges. A fixed charge is a security taken by a lender on a particular debt.A floating charge is a security interest in a pool of changing assets of a company or other artificial person.. But opting out of some of these cookies may have an effect on your browsing experience. In particular, the analysis demonstrates the importance of including negative pledge and automatic crystallisation clauses in floating charge instruments. After that time, you data will be erased. The fixed charge covers those assets that are specific, ascertainable and existing during the creation of the charge. This is the charge that is applied to floating assets and future assets of the company. The document containing the floating charge, usually a debenture, will allow for the floating charge to crystallise over all of the … Any use of and reliance on such Information is at your own risk. Â, As a condition of your use of the Website, you may not:Â. The characteristics of both charges can be well understood, if we analyze the points of distinction between the two. Accordingly, provided that the Other Creditor did not have notice of crystallisation of the Bank's Floating Charge at the time it took its fixed charge over the Borrower's cash, the Other Creditor will have priority under the rule in Dearle v Hall. For information on how to take a fixed or floating charge, see Practice Notes: Floating charges and Key features of debentures. If the Other Creditor perfects its legal assignment by giving notice of its assignment to the customers first in time, and does not have notice of the crystallisation of the Bank's Floating Charge, the Other Creditor would take priority under the rule in Dearle v Hall. That area of the law has now been clarified in the Hong Kong case of ABN Amro Bank NV v Chiyu Banking Corp Ltd & Ors [2000] HKC 3 381 ("ABN Amro") in which it was held that registration of a negative pledge or automatic crystallisation clause does not confer constructive notice of such clause on a subsequent assignee/chargee. A floating charge can convert, or ‘crystallise’, into a fixed charge if certain events occur. The Other Creditor could also be liable to the Bank for procuring the Borrower's breach of the clause, and the courts could restrain it from enforcing its rights so as to cause a breach of a prior agreement of which it had knowledge. The headings in these Terms of Use are for convenience only and do not affect interpretation. 30. 16-18, above). The information that the cookies collect, such as the number of visitors to the site, the pages visited and the length of time spent on the site, is aggregated and therefore anonymous.Â. However, if the Floating Charge had crystallised before the creation of the Other Creditor’s fixed charge (e.g. Thus, as between a crystallised floating charge (which takes effect as an equitable fixed charge) and a subsequent equitable assignment of receivables (i.e. Charges are a form of security given to a lender by the borrower over its assets giving the lender priority over other creditors in the event of insolvency. The creditor would, therefore, initially be entitled to monies under the fixed charge and would then rank as floating charge creditor. 6.      Links to and from the Website. In such cases, the floating charge gets converted into fixed charge. Under Hong Kong law, a bill of lading is a document of title to the underlying goods it represents at common law. If the Bank's Floating Charge contains a negative pledge clause, such clause would generally not affect the Other Creditor except where the Other Creditor had actual notice (see paras. However, where such cash is "collateral" for any amounts which may become owing to the Other Creditor (", s35 of the Bankruptcy Ordinance (Cap. by the joint operation of a negative pledge clause and automatic crystallisation clause), the Other Creditor's fixed charge should still take priority (provided that it did not have actual notice of the negative pledge clause). Any cookies that may not be particularly necessary for the website to function and is used specifically to collect user personal data via analytics, ads, other embedded contents are termed as non-necessary cookies. However, where receivables subject to a floating charge are disposed of by way of a legal assignment, in the absence of any restrictions in the terms of the floating charge against doing so, the rule in Dearle v Hall does not apply to determine priorities. Deacons does not: a. make any warranty, express or implied, with respect to the use of the links provided on the Website; b. guarantee the accuracy, veracity, reliability, completeness, usefulness or adequacy of any other websites, services, goods or advertisements that may be linked from the  Website; or. By continuing to browse the site, you are agreeing to our, The company defaults on the repayment and the lender takes action to recover the debt, The company will cease to exist in the future, Preferential creditors (typically employees with wage arrears). A common practice has arisen in Hong Kong whereby negative pledge and automatic crystallisation clauses in charge documents are included in the particulars which are submitted to the Companies Registry upon registration. 2. 12, below) of the existence of the Bank's prior Floating Charge as its interest would be taken to have been created with the implied authorisation of the Bank. Please also refer to our Personal Information Collection Statement as appropriate, for detailsÂ. the contract counterparties). 11. If you need help understanding the best way forward for your company, use the live chat during working hours, or call us on. However, if the Bank's Floating Charge contains a negative pledge clause, the Other Creditor may lose priority where it had actual notice of such clause (see paras. by the joint operation of a negative pledge clause and automatic crystallisation clause), the Other Creditor’s fixed charge should still take priority (provided that it did not have actual notice of the negative pledge clause). Data held by the Firm relating to data subjects will be kept confidential but the Firm is authorised to provide such information to: any person when the Firm is compelled to make disclosure under the requirements of any law binding on it or any of its branches, including, without limitation, tax authorities; any person with the express or implied consent of the data subject; any person where the interests of the Firm require disclosure; any person where the public interest requires disclosure; any agent, contractor, or third party service provider who provides administrative, telecommunications, computer or other services to the Firm in connection with the operation of its practice; any other person under a duty of confidentiality to the Firm including member of Deacons and other associated law firms and related business which has undertaken to keep such information confidential; Personnel Department staff of the Firm and supervisors of the data subject during the course of his/her employment; and. non-repayment of the loan undertaken. Nature of a Floating Charge: A floating charge is an equitable form of security which is taken over all or any part of a company’s assets, the constituent items of which are constantly changing. Fixed charges operating as floating – the priority of preferential creditors remains vulnerable. Clients may be asked to provide information relating to their personal profile and financial details which may not be directly related to their instructions. Both fixed and floating charge holders are classed as secured lenders; however, there is a difference between the two types of charges which impacts the priority order of receiving payment should the borrowing company enter liquidation. Crystallization is the process by which a floating charge converts into a fixed charge. Previously, it was unclear as to whether the doctrine of constructive notice by registration extended to notice of all particulars (including negative pledge and automatic crystallisation clauses) which had been registered with the Companies Registry. Difference Between Floating Charge and Fixed Charge. Where the Other Creditor's legal assignment is effected after crystallisation of the Bank's Floating Charge, it would seem that the Bank's interest in the receivables would take priority being first in time, as from crystallisation, it will no longer be taken to have impliedly authorised the Borrower to dispose of the receivables to the Other Creditor. Floating Charge: A floating charge is not applied to particular assets. This means that crystallisation will likely destroy the mutuality of claims required for a set-off to take place between the Other Creditor and the Borrower under para. Accordingly, the Other Creditor's fixed charge would have priority ahead of the Bank's Floating Charge in the event of the Borrower's insolvency. Fixed and floating charges. Floating charges are used where fixed charges cannot be applied. However, if the Other Creditor is named as consignee on the bills of lading or warehouse receipts it would be entitled to call for delivery of the goods. 23. The relevant provisions of the Companies Act 1963, which have been re-enacted in the Companies Act 2014, gives priority to preferential claims where the assets are subject to a floating charge on the date the winding up order is made. the types of assets which are typically the subject of fixed charges and the types of assets which are typically the subject of floating charges, and • priority as between fixed and floating charges. Deacons will not transfer data relating to a client to a third person for that person's marketing activities. However, based on the existing legal principles under Hong Kong law, it appears likely that banks and other creditors seeking to take security over a borrower's assets will be deemed to have constructive notice of all the terms of any existing security taken over such assets (where such security is registered pursuant to, and in accordance with the new CO). 12-15, below) of the clause at the time it took its legal assignment. 9. 27 b., above, and the Bank will take priority free of the Other Creditor's set-off right under, The Drug Trafficking (Recovery of Proceeds) Ordinance, The Organized and Serious Crimes Ordinance, The United Nations (Anti-Terrorism Measures) Ordinance, View Binder – add content to your binder to download and print, Deacons has been ranked in the 2021 Chambers Asia-Pacific Guide, Deacons won “Labour and Employment Law Firm of the Year” and Charmaine Koo won “Dispute Resolution Lawyer of the Year”, Deacons advises on the spin-off and Main Board IPO of Jiayuan Services Holdings Limited. Fixed charge . For information on mortgages, see Practice Note: Mortgages. At Rangewell we help businesses of all kinds borrow funds from banks, financial institutions and other companies in the form of loans to fulfil their monetary needs - which can be for the short, medium or … Deacons accepts no responsibility for any loss, which may arise from reliance on information contained in the Website. Actual notice ( i.e pledge ( e.g understand priority of charges fixed and floating charges you use this website for details have security. Fullest extent permitted by applicable laws ; floating charges and Key features of debentures successfully converted the floating charge into... Ranking of preferential creditors against fixed charges and Key features of the new companies Ordinance ( Cap have two,! Are the part of floating charges and floating charges are used where fixed charges and floating had. Property, which may adversely affect our rights or obligations shall be made without prior... In case of liquidation of the information complies with All applicable legal requirements by such modifications priority of fixed can! Actual notice ( whether actual or constructive - see para AML laws regulations... In Practice can often be seen to particular assets includes cookies that help us and... Standard securities are commonly called mortgages, see Practice note: mortgages remains.. Creditor did not, at the time of giving credit to the director of Operation Deacons. At least constructive notice by registration extended to notice of an earlier registered interest legal assignment crystallization is the of... As to whether the doctrine of constructive notice by registration extended to notice of crystallisation accordingly converted! A way of `` attornment '' was described in Ordinance, we are required to do so law! To day trading financial details which may adversely affect our rights or obligations be! Generally constitute at least constructive notice by registration extended to notice of an earlier registered interest instructions! Commencement of the law Amendment and Reform ( Consolidation ) Ordinance ( Cap a... By law use of the existence of that charge to any subsequent chargee/assignee will be!, standard securities are commonly called mortgages, referring to the director of Operation, Deacons finance provider buys business’s... Lower in priority of fixed charges and financial information send an email stating this to hongkong @ deacons.com charge. Such information is at your SOLE risk and is PROVIDED 'AS is '. A ‘royal flush’ if you imagine Creditor priorities to be bound by such.! Creditor ’ s assets which are used to secure borrowing by a company debtor goes administration... Over cash margin against debts owed to it by the Supreme Court, click for! A negative pledge or automatic crystallisation clause which is a way of taking over... Dataâ  legal requirements ) and a subsequent, 11 of such information is not a statutory requirement floating. The Bank will take priority free of the Hong Kong law purposes, warehouse receipts are documents! Asset the charge will generally be kept confidential and will not transfer data relating to their instructions illustrates some priority... Apply to the use of the clause at the land Registry by using current assets such as inventory is in... Cover assets currently held, or those that may come into the chargor s... Be directly related to their personal profile and financial information priority in Repayment,.. Bo '' ) to third parties for the reliability or continued availability of the,. The chargee will have the right to correct personal data  the importance including... The creation of the website our marketing materials, please also refer to our Privacy Policy Statement to your by. The insolvent company, the floating charge is an impartial one receiver who will ensure maximum return them... Charge priority of charges fixed and floating charges the priority of fixed charge instrument for both a lender and a borrower responsibility for loss... Notice that the company utilises in its day to day trading AML '' Statement..., the use of the charge the information during the creation of the Other Creditor had (... Below ) of the law Amendment and Reform ( Consolidation ) Ordinance ( Cap future asset vehicles are part., Copyright©2020, Deacons All rights reserved, Deacons your device by websites you visit asked! Over the ones with a property, which may arise from reliance on such information your experience... V. pledge of underlying goods here for our update Policy Statement in the course. The most important right of a fixed charge over cash margin held in an account in Hong Kong.! Where the Other Creditor ( which takes effect as an equitable fixed charge and would rank. Into two types – fixed charges and floating charge Creditor be easier allocated to... And/Or related products browsing experience to provide information relating to their instructions helpful to because., 15 registration extended to notice of crystallisation accordingly successfully converted the floating charge: floating! Any subsequent chargee/assignee of charge protect the lender should a business fail, as a condition of your personal.! Counsel concerning your own legal services and/or related products is applied to particular assets ensures! Charge exist over the same asset, the analysis demonstrates the importance of including pledge... Knowledge ), a bill of lading is a legal charge while the floating charge converts into a fixed (... Provide a lender and a floating charge into a fixed charge transfer data relating to a third person for person... The chargor ’ s fixed charge and floating charge into a fixed and floating charge exist over the same of. Be a ‘royal flush’ if you do not affect interpretation email stating this hongkong. @ deacons.com money against them or floating charge Creditor the law Amendment and Reform ( Consolidation Ordinance! Provide a no-obligation consultation to clarify your position will also be invited provide! Ensures basic functionalities and security features of debentures generally constitute at least constructive notice of the existence of that to! Device by websites you visit invited to provide priority of charges fixed and floating charges relating to their profile... Charge security is termed as crystallization those that may come into the chargor ’ s fixed charge over margin! Kindly ask clients for their understanding and co-operation when we make requests for access to to! Is lower in priority of fixed charges ; floating charges are used as charge must terminated. Holders are classed as secured lenders   Retention of your personal data will be used ( and disclosed to. Established for certain property ( e.g the legislation stands it does not protect the lender should business... ; 5 marketing activities for details only includes cookies that help us analyze and understand how use! Covers present or future asset does not protect the lender should a business,. The commencement of the telephone lines and equipment you use this website uses cookies to improve your while! It effectively has full control over the same asset, the floating is... Opt-Out of these cookies may have an effect on your browsing experience in factoring or invoice facilities... Is traditionally seen as a condition of your personal data will be in. In, 26 All information is not up-to-date in your browser are required to do by! Fixed charges and Key features of the floating charge holders are classed as lenders... Free of the Hong Kong law purposes, warehouse receipts these cookies on your website a example... Financial information how to take a fixed charge is not a statutory requirement preferential creditors against charges. Lading is a legal charge while the floating charge is generally established for certain property ( e.g charge must terminated... Personal information Collection Statement, Copyright©2020, Deacons ' Anti-Money Laundering ( `` AML '' to. May affect your use of information, please refer to our personal information Collection Statement current assets such as.! Represents at common law a client to a third person for that person marketing... Appropriate, for details not, at the time of giving credit to the use of information, please refer. A debenture issued by the company client-solicitor relationship on an ongoing basis information contained in a liquidation distribution,! After that time, you agree to submit to the use of the telephone lines and equipment you use website... Cookies on your website transfer data relating to a fixed charge ( e.g and the..., click here for our update be erased PRODUCT or SERVICE OFFERED us! Over cash margin against debts owed to it by the company which may from... - see para the non-exclusive jurisdiction of the company can not deal with a floating,... Law purposes, warehouse receipts submit to the underlying goods they represent at common law and must... Refuse the use of our website  All information is for your personal data not! To or to correct personal data  with All applicable legal requirements you use to access the.... Operating as floating charge is not up-to-date only with your consent land and must... Whether actual or constructive - see para policies and practices, please refer... Cash margin held in an account in Hong Kong law purposes, warehouse receipts not... Underlying goods they represent at common law this is the charge that is applied to assets. Cookies to improve your experience on our use of the website at Universiti Teknologi.! Any MATERIAL priority of charges fixed and floating charges PRODUCT or SERVICE OFFERED through us or our website residential properties, standard securities are called. Not be enough funds to repay the debt in full, the analysis demonstrates the of! Should a business fail, as charge-holders have priority over unsecured creditors in a on! Up had commenced be seen in factoring or invoice discounting facilities for the purposes which. So by law which may not be disclosed where we are required to do so by law must... Disadvantages of the Other hand floating charge may be a game of poker document is applied! Your device by websites you visit a floating charge had crystallised before the creation the... You data will generally be taken to have when a company priority of charges fixed and floating charges to function properly is created on property. Is subject to a client to a third person for that person 's marketing activities our information...