Co-operative and Community Benefit Societies Act 2014

CHAPTER 2 S Charges: Scotland

62 Floating charges created by Scottish societies S

(1) The relevant provisions (which relate to floating charges) apply to a registered society as they apply to an incorporated company, subject to the general and specific modifications mentioned below.

(2) In this Chapter “the relevant provisions” means—

(a) Chapter 1 of Part 18 of the Companies Act 1985 (“the 1985 Act”), and

(b) section 122(2) of the Insolvency Act 1986 (“the 1986 Act”).

(3) The general modifications are—

(a) a reference to a company or incorporated company is to be read as a registered society;

(b) a reference to the registrar or the registrar of companies is to be read as the FCA;

(c) a reference (however expressed) to—

(i) registration of a floating charge,

(ii) registration in accordance with Chapter 2 of Part 25 of the Companies Act 2006, or

(iii) delivery to, or receipt by, the registrar of particulars for registration,

is to be read as delivery to the FCA of any document required by section 63(2) to be so delivered.

(4) The specific modifications are—

(a) in section 122(2) of the 1986 Act, a reference to the Court of Session is to be read as any sheriff court;

(b) section 462(5) of the 1985 Act is subject only to such provisions of that Act as apply (by virtue of section 123) to registered societies;

(c) section 466 of that Act has effect as if subsections (4) and (5) and the words “subsection (4) of” in subsection (6) were omitted.

(5) Subsection (6) applies where any assets of a registered society are subject to—

(a) a floating charge created under the relevant provisions as applied by this section, and

(b) an agricultural charge created under Part 2 of the Agricultural Credits (Scotland) Act 1929 (“the 1929 Act”).

(6) Sections 463(1)(c) and 464(4)(b) of the 1985 Act have effect for the purpose of determining the relative ranking of those charges as if the agricultural charge were a floating charge created under the relevant provisions and registered under the 1985 Act at the same time as it was registered under Part 2 of the 1929 Act.

(7) This Chapter does not apply in relation to a registered society whose registered office is in England or Wales.

63 Filing of information relating to charges created by virtue of section 62 S

(1) This section applies in relation to a floating charge created by a registered society under the relevant provisions as applied by section 62.

(2) The following must be delivered to the FCA (by post or otherwise) within the period of 21 days beginning with the day of execution of the instrument creating the charge (or within any extended period allowed under subsection (6))—

(a) a copy of the instrument, authenticated in the manner directed by the FCA,

(b) a note, authenticated in the manner directed by the FCA, of such particulars relating to the charge as may be required by the FCA, and

(c) the appropriate fee.

(3) If subsection (2) is not complied with, the charge is void against any person other than the society.

(4) Where a person delivers to the FCA a document within subsection (2)(a) or (b) together with the appropriate fee, the FCA must—

(a) give the person an acknowledgement, bearing the FCA’s seal, that states the date and time of delivery,

(b) place the document and a copy of the acknowledgement on a file kept by the FCA in respect of the society, and

(c) make the file available for inspection during office hours by members of the public on payment of the appropriate fee.

(5) Subsection (6) applies if it appears to the FCA (on the application of the society or any other person claiming the benefit of the instrument) that by reason of inadvertence or other sufficient cause—

(a) a duly authenticated copy of the instrument was not delivered to the FCA within the period of 21 days mentioned in subsection (2), or

(b) any matters were omitted from, or mis-stated in, the note under subsection (2)(b).

(6) The FCA may, on such terms as it considers appropriate, give a direction—

(a) extending the period, or

(b) requiring the omission or mis-statement to be rectified.

(7) “The appropriate fee” means the fee required by rules made by the FCA (in accordance with paragraph 23 of Schedule 1ZA to the Financial Services and Markets Act 2000).

64 Notification of charges etc: Scotland S

(1) The FCA may, under section 143, make provision for—

(a) the giving to the FCA of notice of any release, discharge or other transaction relating to a charge created by an instrument a copy of which has been delivered to the FCA in pursuance of section 63;

(b) the giving to the FCA of notice of any security granted by a registered society over any of its assets otherwise than under the relevant provisions as applied by section 62;

(c) the inclusion in the file mentioned in section 63 of any notice within paragraph (a) or (b) of this subsection.

Nothing in this subsection limits the generality of the power to give directions conferred by section 143.

(2) The Court of Session may by Act of Sederunt make rules prescribing the nature of the documents with which, in relation to a charge of a kind mentioned in subsection (1)(a), the creditor may require to be provided for identifying the assets affected by the charge and establishing the society's title to them.