General Security Agreement for Malta

General Security Agreement Template for Malta

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General Security Agreement

"I need a General Security Agreement under Maltese law to secure a €5 million business loan for my manufacturing company, with security over all company assets including equipment, inventory, and receivables, to be effective from March 1, 2025."

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What is a General Security Agreement?

The General Security Agreement is a fundamental document in secured financing transactions under Maltese law, used when a lender requires comprehensive security over a borrower's assets. It serves as the primary security document in various financing arrangements, from simple bilateral loans to complex syndicated facilities. The agreement must comply with Malta's Civil Code (Chapter 16) and Commercial Code (Chapter 13), as well as relevant EU regulations, particularly regarding cross-border enforcement and financial collateral arrangements. It typically includes detailed provisions for creating security interests over various types of assets, perfection requirements, enforcement mechanisms, and necessary registrations with Maltese authorities. The document is particularly important in Malta's growing financial services sector and is often used in both domestic and international financing transactions where Maltese law governs the security arrangement.

What sections should be included in a General Security Agreement?

1. Parties: Identification of the Secured Party and the Grantor, including full legal names and registration details

2. Background: Context of the security arrangement, reference to any underlying obligations or facility agreements

3. Definitions and Interpretation: Comprehensive definitions of terms used in the agreement and interpretation rules

4. Creation of Security Interest: Express provisions creating the security interest over the collateral

5. Scope of Security: Detailed description of the secured assets/collateral and secured obligations

6. Representations and Warranties: Grantor's representations regarding ownership, authority, and status of collateral

7. Perfection of Security: Requirements for registration, notices, and other perfection steps

8. Covenants: Ongoing obligations of the Grantor regarding the collateral and maintenance of security

9. Events of Default: Circumstances constituting default under the agreement

10. Enforcement: Rights and remedies of the Secured Party upon default

11. Power of Attorney: Appointment of Secured Party as attorney for enforcement purposes

12. Further Assurance: Obligation to execute further documents and take additional steps if required

13. Notices: Process for giving notices under the agreement

14. Assignment and Transfer: Rights and restrictions regarding transfer of rights under the agreement

15. Governing Law and Jurisdiction: Confirmation of Maltese law as governing law and jurisdiction provisions

What sections are optional to include in a General Security Agreement?

1. Intercreditor Provisions: Required when multiple secured parties are involved, establishing priority and enforcement arrangements

2. Special Provisions for Intellectual Property: Required when security is taken over IP rights, including specific provisions for different types of IP

3. Insurance Requirements: Detailed insurance obligations when the collateral requires specific insurance coverage

4. Bank Account Control: Specific provisions for control over bank accounts when they form part of the collateral

5. Share Security Provisions: Specific provisions when security is taken over shares, including voting rights and dividends

6. Real Estate Provisions: Additional provisions required when security includes real property interests

7. Currency Provisions: Required when dealing with multiple currencies or currency conversion rights

8. Tax Provisions: Specific tax-related provisions when security arrangement has significant tax implications

What schedules should be included in a General Security Agreement?

1. Schedule 1 - Collateral Description: Detailed description and/or list of all assets subject to the security interest

2. Schedule 2 - Secured Obligations: Description of the obligations secured by the agreement

3. Schedule 3 - Perfection Requirements: Specific actions required to perfect the security interest in different types of collateral

4. Schedule 4 - Forms of Notices: Template notices required for perfection or enforcement

5. Schedule 5 - Addresses for Notice: Contact details of parties for notice purposes

6. Appendix A - Registration Requirements: Details of all required registrations and filings under Maltese law

7. Appendix B - Enforcement Procedures: Detailed procedures for enforcement in accordance with Maltese law

8. Appendix C - Special Power of Attorney: Form of power of attorney required under Maltese law

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Banking & Financial Services

Commercial Real Estate

Manufacturing

Retail

Technology

Healthcare

Energy

Transportation & Logistics

Construction

Hospitality

Agriculture

Professional Services

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Corporate Secretariat

Credit Administration

Operations

Commercial Banking

Corporate Finance

Relevant Roles

Chief Financial Officer

Legal Counsel

Finance Director

Treasury Manager

Credit Manager

Risk Manager

Compliance Officer

Corporate Secretary

Banking Relationship Manager

Security Trustee

Loan Officer

Transaction Manager

Legal Director

Corporate Lawyer

Finance Manager

Industries
Civil Code of Malta (Chapter 16 of the Laws of Malta): Primary legislation governing civil law matters including contracts, obligations, and security interests. Particularly relevant are provisions relating to pledges, hypothecs, and guarantees.
Commercial Code (Chapter 13 of the Laws of Malta): Governs commercial transactions and provides specific provisions relating to commercial security interests and commercial pledges.
Companies Act (Chapter 386 of the Laws of Malta): Contains provisions relating to company charges, registration requirements for security interests created by companies, and corporate authority to create security interests.
Financial Collateral Arrangements Act (Chapter 426 of the Laws of Malta): Implements EU Directive 2002/47/EC on financial collateral arrangements and governs security interests over financial instruments and cash collateral.
Public Registry Act (Chapter 56 of the Laws of Malta): Governs the registration of security interests and provides for the publicity and priority of registered security interests.
Code of Organization and Civil Procedure (Chapter 12 of the Laws of Malta): Contains provisions relating to the enforcement of security interests and procedural aspects of security realization.
Set-off and Netting on Insolvency Act (Chapter 459 of the Laws of Malta): Relevant for provisions relating to the effectiveness of security interests in insolvency scenarios and netting arrangements.
EU Regulation 2015/848 on Insolvency Proceedings: Provides rules on cross-border insolvency proceedings which may affect the enforcement of security interests within the EU.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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