In this situation, a Chargor could naturally claim that a sale of all the shares, when only one part was actually to be sold, was ill-intentioned and unfair (i.e. in breach of the defendant`s legal obligations), on the grounds that it would be difficult/impossible for the Chargor to recover “excess shares” that are not necessary to compensate the lot, but were sold as part of the sales authorization. and that any proceeds of the sale paid to them would not compensate them for that loss. This would not be an easy claim, and the problem would be better solved in advance by agreed amendments to the security agreement. Notices of termination may be less important in limited liability companies, where the corporate secretary, directors and shareholders are often one and the same person. The logistics associated with delivering a stop notice is often seen as intimidating when it comes to checking if they need to be delivered. Notices of termination are more relevant in large private or public companies. Notices of judgment are issued by filing a stock notice and a duplicate affidavit at the Central Office of the High Court, the double notice being certified by the Central Office. The notice of stop is then given to the secretary of the corporation, and the notice of stop has the effect of formally informing the corporation that if it is presented with an alleged transfer of shares that are the subject of a notice of discontinuation, the directors should not register such a transfer because the bank has an interest in those shares. There are two main types of fixed costs for shares, a legal hypothec and a fair mortgage. An appropriate mortgage does not transfer legal ownership and therefore does not require the bank to be registered in the company`s share register as the owner of the shares or to pay stamp duty on the transfer. The most common type of burden on stocks is a fair mortgage. In fact, lenders will rarely take out a legal hypothec on the shares, as this would transfer legal ownership of the shares to the bank, which would impose obligations on the bank as a shareholder and also increase the stamp duty obligations compared to the transfer.
By taking out a mortgage on shares (often referred to as a share commission) as part of the overall corporate debt guarantee, a lender in an execution scenario has the option of selling the company`s encumbered assets under the general collateral arrangements or, in accordance with the stock commission, selling the company itself if 100% of the company`s total share capital is so encumbered. This is particularly advantageous in situations where, for example, the company is not acting and simply holds certain assets, para. B example a property or a number of properties. Another example of the usefulness of this mechanism is whether, in an enforcement scenario, the sale of the company`s assets raises privacy concerns, for example when selling a pharmacy business, the transfer of a book with a customer name could lead to privacy issues. Fees for shares of companies incorporated under English law are not uncommon, often under a group banking facility where the shares of subsidiaries are charged by the parent company borrowing in favour of the lender. A key issue for the payer liable at the outset in the event of a possible share burden is the negotiability of the encumbered actions in the event of enforcement. For a small private company, this can be very uncertain. Where a lot takes enforcement action with respect to the encumbered shares, it is subject to the overriding legal obligations under English law with respect to fees exercising a power of sale, namely: in short, a situation in which a bank applies by virtue of a share commission, it has the possibility of selling the company “Lock Stock and Barrel”, and this can prove to be an easy way for the bank, realizing the value contained in their security. When paying fees for shares, banks must ensure that the incorporation of the company in question allows the bank to apply its fees from a practical point of view. For both parties involved in an indictment of actions, the possible consequences of enforcement must be carefully considered from the outset. The payer of fees must ensure that the articles of association of the company do not impede enforcement; And as with all security arrangements, it is very important that a charge on the shares of a company receives the formal approval of the board of directors in advance with proper consideration of the issues of utility of the company.