Loyens & Loeff

Collateral Services - Belgium

Important news for lenders and borrowers alike granting or taking security on Belgian assets!

The long-awaited new Belgian regime for security interests on movable assets enters into force as of 1 January 2018. Loyens & Loeff has put together a dedicated team to guide you through the new Belgian regime: Loyens & Loeff Collateral Services.

What will change for you on security interests?

Firstly, all existing security interests remain valid to the extent they were validly granted under the old regime. Only for existing pledges on business or floating charges, there is an obligation to re-register before 31 December 2018 in the new National Pledge Register.

For new security interests, a new way to perfect security through registration in the online National Pledge Register is introduced. This also means that it will now be possible to conduct lien searches with respect to movable assets. However, you will need a Belgian representative to access the register since access is restricted to Belgian nationals, both for registration and consultation purposes.

That is where Loyens & Loeff Collateral Services comes in, helping you with any new registrations, security history & compliance.

Contact us: Collateral.services@loyensloeff.com or +32 2 773 23 14

 

Loyens & Loeff New Pledge Act from Loyens & Loeff.

 

What can we do for you ?

Loyens & Loeff Collateral Services is equipped to take care of the administration relating to the National Pledge Register. This includes:

  • Conducting lien searches
  • Drafting pledge agreements, ensuring compliance with the new legal requirements
  • Registering new security
  • Registering existing pledges on business
  • Amending existing registrations
  • Removing existing registrations (e.g. upon release of security)
  • Acting as servicer and first point of contact for your registered security interests

For a more detailed and in-depth analysis of the impact of the Belgian Pledge Act on your business and the financial markets in Belgium, please contact our experts Marc Vermylen and Koen Panis.

 

FAQ about the National Pledge Register

  1. When will the new regime enter into force?
  2. Can anybody access the National Pledge Register?
  3. Will any existing security be affected?
  4. Can the collateral still be delivered to the pledgee?
  5. What are the new rules with respect to the obligations secured by a pledge?
  6. What kind of information will need to be registered in the National Pledge Register?
  7. What kind of information will be visible in the National Pledge Register?
  8. What are the registration costs and retributions related to any actions in the National Pledge Register?
  9. Can registrations be amended (e.g. increase in amount, decrease in amount,…)?
  10. Can a retention of title clause be registered?

 

Answers to the FAQ about the National Pledge Register

 

 1. When will the new regime enter into force?

The entry into force is confirmed for 1 January 2018.

 

2. Can anybody access the National Pledge Register?

Only Belgian nationals can access the register. Foreign persons/entities will have to use a Belgian representative to access it. Loyens & Loeff Collateral Services can act as your Belgian representative in this respect.

 

3. Will any existing security be affected?

Any validly granted pledge remains valid under the new regime and will remain enforceable against third parties. The same applies to retention of title clauses.

The only exception are existing pledges on the business. Any such pledge needs to be registered in the National Pledge Register by 31 December 2018 in order to maintain their rank obtained under the old regime.

 

4. Can the collateral still be delivered to the pledge?

Yes – a pledge can still be perfected through delivering the pledged assets to the pledgee. While this used to be a validity requirement under the old regime, the delivery (or ‘dispossession’) of the pledged assets is now one of two ways of perfecting a pledge, the other way being the registration in the National Pledge Register.

 

5. What are the new rules with respect to the obligations secured by a pledge?

One important change is that parties have to agree upon a maximum amount to be inserted into any pledge agreement (with an exception for bank accounts and financial collateral). The pledge will only secure the secured obligations up to the maximum amount.

Such amount will also be registered in the National Pledge Register.

 

6. What kind of information will need to be registered in the National Pledge Register?

First of all, the identity of the pledgor, the identity of the pledgee (or security agent) and the identity of the Belgian representative (if any) must be mentioned. Loyens & Loeff Collateral Services can act as your Belgian representative in this respect.

Furthermore, the maximum secured amount of the pledge registration must be mentioned. A description of the pledged assets and a description of the secured obligations must be registered. These descriptions must be sufficiently clear.

In addition, a declaration must be made by the pledgee or the security agent, as the case may be, that it is liable for any damages as a result of incorrect information in the registration.

Finally, it should be noted that any future amendment to a registration, will require the unique access number of that registration. Please make sure that these access codes are properly administrated. Loyens & Loeff Collateral Services can act as your administrator in this respect.

 

7. What kind of information will be visible in the National Pledge Register?

All the information mentioned under question 6, as well as the date of the registration and the identification number of the registration.

 

8. What are the registration costs and retributions related to any actions in the National Pledge Register?

The below table sets out the costs for any action in relation to the National Pledge Register, based on the most recent information:

amount guaranteed debt or claim (in €)

  <10.000   10.000 - 25.000 25.000 - 200.000  200.000 - 500.000   > 500.000
Registration   € 20  € 50  € 100  € 200 € 500
Renewal   € 20  € 50  € 100  € 200 € 500
Change   € 12  € 30  € 60  € 120 € 300
Removal   € 8  € 20  € 40  € 80 € 200 
Rank       € 10    
Transfer       € 10    
Consultation       € 5    

Costs of Loyens & Loeff Collateral Services are not included.

 

9. Can registrations be amended (e.g. increase in amount, decrease in amount,…)?

Yes, any registration can be amended afterwards. When consulted, the history of all changes made to a registration will be visible.

 

10. Can a retention of title clause be registered?

Yes, it can. The seller will have to register the same information as mentioned under question 6.

It is important to note that the registration of a retention of title clause is not a perfection requirement. It merely precludes that the retention of title would lapse if the sold goods become immovable by incorporation. In addition, a professional third party purchaser buying the sold goods upon a resale may be deemed to have purchased in bad faith on the basis of the registration, resulting in the unpaid seller retaining his priority on the sold goods.