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2022/23 Taught Postgraduate Module Catalogue

LAW5580M International Law of Credit and Security

15 creditsClass Size: 30

Module manager: Professor Duncan Sheehan
Email: D.K.Sheehan@leeds.ac.uk

Taught: Semester 2 (Jan to Jun) View Timetable

Year running 2022/23

This module is not approved as an Elective

Module summary

The general aim of the course is to impart a critical analytical understanding of the general principles of the Law of Credit and Security with emphasis upon their application to particular transactions. Initially the focus will be on English and US Law, as embodied in Article 9 of the Uniform Commercial Code. But there will also be a consideration of more general international developments including the United Nations Commission for International Trade Law (UNCITRAL) legislative guide on secured transactions. In addition to obtaining an appreciation of the detailed rules of the law, students will also gain an understanding of the evolving dynamic of the subject.

Objectives

To impart a critical analytical understanding of the general principles of the Law of Credit and Security with emphasis upon their application to particular transactions.

Initially the focus in the seminars will be on English and US Law, as embodied in Article 9 of the Uniform Commercial Code. But there will also be a consideration of more general international developments including the United Nations Commission for International Trade Law (UNCITRAL) legislative guide on secured transactions.

In addition to obtaining an appreciation of the detailed rules of the law, students will also gain an understanding of the evolving dynamic of the subject.

The Law of Credit and Security in a very general sense involves a process of balance between various potentially conflicting goals. In other words, there are a number of competing interests that have to be accommodated. The method of accommodation will be discussed across the various subject areas. These competing interests include the autonomy of the parties and equitable relief; predictability versus flexibility; facilitation of the market exchange and free movement of goods and services versus principles of good faith; the protection of contractual rights versus the interests of third parties.

Learning outcomes
On completion of the course, students should be able to:
-understand the scope, structure and purpose of the Law of Credit and Security including policy material and the economic and political context of the subject matter;
- understand the part that the law pertaining to secured credit plays in the development of national economies;
- master the conceptual building blocks of a relatively discrete but interlocking body of legal knowledge;
- research and synthesise primary and secondary materials on national and international law and policy pertaining to secured credit;
- critically evaluate the appropriateness and effectiveness of existing legal dispensations in the sphere of secured credit including their implications for business and economic activity;
- understand the role of policy actors in the process of law formation in this sphere;
- produce a substantial piece of individual written research work reflecting the above objectives.

Syllabus

- Introduction - nature and function of security rights; meaning of security; why taking security is important; uses of security; nature and forms of security; main aspects of the law relating to security interests in property; differing approaches in different jurisdictions; perfection requirements.
- Consensual security rights - fixed and floating charges; distinction between the two concepts; general attributes of the floating charge and how it differs from a fixed charge; crystallisation and automatic crystallisation clauses; scope of assets over which a floating charge may be taken; particular problem of ordinary trade debts that will arise in the future; how Article 9 deals with the "floating lien".
- Perfection requirements - distinction between perfection and attachment; different approaches to perfection in England and the US; restricted ambit of registration obligation in England.
- Priorities - priorities between competing security interest; fixed and floating charges; how priorities are determined; purchase money security interest and priorities in the US.
- Reservation of title clauses/conditional sales - reasons for the use of reservation of title clauses; different types of clause and legal objections to their use; perfection requirements applicable to such clauses; conditional sales as purchase money security interests in the US; scope for international harmonisation of the law; EU endeavours.
- Receivables financing - use of absolute title as security; assimilation of absolute sales and security interests in the US; continued problems of characterisation; effect of assignment of debts on third parties;
- International harmonisation efforts under the auspices of Unidroit (International Institute for the Unification of Private Law) and UNCITRAL (United Nations Commission on International Trade Law).

Teaching methods

Delivery type	Number	Length hours	Student hours
Seminar	10	1.50	15.00
Private study hours			135.00
Total Contact hours			15.00
Total hours (100hr per 10 credits)			150.00

Private study

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Opportunities for Formative Feedback

Progression is monitored through their attendance and performance in seminars.

Methods of assessment

Coursework

Assessment type	Notes	% of formal assessment
Essay	1 x 4,000 words	100.00
Total percentage (Assessment Coursework)		100.00

Normally resits will be assessed by the same methodology as the first attempt, unless otherwise stated

Reading list

The reading list is available from the Library website

Last updated: 21/09/2022

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