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PERSONAL PROPERTY SECURITIES ACT 2009 - SECT 267

Vesting of unperfected security interests in the grantor upon the grantor's winding up or bankruptcy etc.

Scope

             (1)  This section applies if:

                     (a)  any of the following events occurs:

                              (i)  an order is made, or a resolution is passed, for the winding up of a company or a body corporate;

                             (ii)  an administrator of a company or a body corporate is appointed (whether under section 436A, 436B or 436C of the Corporations Act 2001 , under that section as it is applied by force of a law of a State or Territory, or otherwise);

                            (iii)  a company or a body corporate executes a deed of company arrangement (whether under Division 10 of Part 5.3A of the Corporations Act 2001 , under that Division as it is applied by force of a law of a State or Territory, or otherwise);

                            (iv)  a sequestration order is made against a person (the bankrupt ) under the Bankruptcy Act 1966 ;

                             (v)  a person (the bankrupt ) becomes a bankrupt by force of section 55, 56E or 57 of the Bankruptcy Act 1966 ; and

                     (b)  a security interest granted by the body corporate, company or bankrupt is unperfected at whichever of the following times applies:

                              (i)  in the case of a company or body corporate that is being wound up--when, on a day, the event occurs by virtue of which the winding up is taken to have begun or commenced on that day (whether under section 513A or 513B of the Corporations Act 2001 , under either section as applied by force of a law of a State or Territory, or otherwise);

                             (ii)  in the case of any other company or body corporate--when, on a day, the event occurs by virtue of which the day is the section 513C day for the company or body, within the meaning of the Corporations Act 2001 (including that Act as it is applied by force of a law of a State or Territory, or otherwise);

                            (iii)  in the case of a bankrupt--when a sequestration order is made against the bankrupt under the Bankruptcy Act 1966 , or when he or she becomes a bankrupt by force of section 55, 56E or 57 of that Act.

Note 1:       For the meaning of company , see section 10.

Note 2:       See also Division 2A of Part 5.7B of the Corporations Act 2001 .

Security interest vested in grantor

             (2)  The security interest held by the secured party vests in the grantor immediately before the event mentioned in paragraph (1)(a) occurs.

Note:          This subsection does not apply to certain security interests (see section 268).

Title of person acquired for new value without knowledge

             (3)  Subsection (2) does not affect the title of a person to personal property if:

                     (a)  the person acquires the personal property for new value from a secured party, from a person on behalf of a secured party, or from a receiver in the exercise of powers:

                              (i)  conferred by the security agreement that provides for the security interest; or

                             (ii)  implied by the general law; and

                     (b)  at the time the person acquires the property, the person has no actual or constructive knowledge of the following (as the case requires):

                              (i)  the filing of an application for an order to wind up the company;

                             (ii)  the passing of a resolution to wind up the company;

                            (iii)  the appointment of an administrator of the company under section 436A, 436B or 436C of the Corporations Act 2001 ;

                            (iv)  the execution of a deed of company arrangement by the company.

Note:          Section 296 deals with the onus of proving matters under this subsection.



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