[{"data":1,"prerenderedAt":25},["ShallowReactive",2],{"blog-post-security-glossary":3},{"id":4,"category":5,"author":9,"title":12,"subject":13,"slug":14,"excerpt":15,"content":16,"thumbnail":17,"image":18,"publishedAt":19,"updatedAt":20,"rich_content":21},231,{"id":6,"name":7,"slug":8,"position":6},2,"Practical information","informations-pratiques",{"id":10,"name":11},22,"Victor Nivet","Security Glossary","The purpose of this glossary is to describe the main types of collateral used to secure bond issues.","security-glossary","**Personal and joint surety**\n\nContract by which the person who guarantees an obligation binds himself to the creditor to fulfill this obligation if the debtor fails to do so himself.\n\nIt is a commitm...","**Personal and joint surety**\n\nContract by which the person who guarantees an obligation binds himself to the creditor to fulfill this obligation if the debtor fails to do so himself.\n\nIt is a commitment to pay the obligation owed by the principal debtor, which he has not fulfilled. A surety bond is a contract ancillary to the principal debt, i.e. it is placed under the latter's dependence (as a consequence: the nullity of the principal obligation entails the nullity of the surety, the surety cannot be committed under more onerous conditions than the principal debtor, the surety can set up against the creditor all the defences which belong to the principal debtor, and which are inherent in the debt, except for defences purely personal to the debtor).\n\nGuarantees given by natural persons are subject to very strict formalities, in particular: the guarantor must reproduce a handwritten statement which must comply with the wording of the Consumer Code to the letter, on pain of nullity.\n\nA joint and several guarantee means that the guarantor cannot demand that the creditor first examine the debtor's assets.\n\nThe guarantor will be sued not only on his income, but also on his assets.\n\n**Trusts**\n\nA trust is a transaction whereby one or more settlors transfer present or future assets, rights or security interests to one or more trustees, who, keeping them separate from their own assets, act for a specific purpose for the benefit of the beneficiary or beneficiaries.\n\nThe trust may therefore cover any type of asset, whether movable or immovable.\n\nThe transfer of ownership does not necessarily mean that the settlor is divested of the assets. He or she may be granted use and enjoyment of the property under a disposition agreement.\n\nThe property given in trust will be returned to the settlor once the debt has been repaid in full. Failing this, the trustee will allocate the proceeds of realization of the collateral to the beneficiary up to the amount of the unpaid portion of the claim.\n\nIn the event of a security interest over a trust asset published prior to the trust, the prior beneficiary's right of resale is maintained, without calling into question the transfer of trust assets.\n![](https://clubfunding.s3.fr-par.scw.cloud/attachments/VTPMUwhei2m7keqq1gcwnGJnykZo48js9D2rrkmF.png)\n**Cash trust**\n\nBased on the same mechanism as the classic trust, the only difference with the cash trust is that the asset is held by the trustee(s) and not by the operator.\n\nHowever, to ensure that the operator has autonomy over the project, a management mandate is signed by both parties. If the project defaults, the trustee(s) can trigger the sale of the asset to reimburse the beneficiary(ies).\n![](https://clubfunding.s3.fr-par.scw.cloud/attachments/szLK7m7HC7yvcs1ql2jKRgDJcl9fgq65h0dT1tEk.png)\n**Registered mortgage**\n\nA mortgage is a real right over the property concerned. A real estate security without dispossession of the settlor, it guarantees one or more debts, and enables the creditor who has registered it, in the event of default by the debtor, to seize the mortgaged property, regardless of who holds it (resale right) and to obtain priority payment from the auction price (preferential right).\n\nEstablished by notarial deed involving the grantor and the creditor, it is registered with the mortgage registry so as to be fully enforceable against third parties and to give the security a rank at the time of registration.\n\n**Special legal mortgage of the money lender (formerly money lender's privilege)**\n\nLike conventional mortgages, special legal mortgages (Hypothèque légale spéciale du prêteur de deniers) are security interests taken out on the property concerned.\n\nIn the event of default by the borrower, it enables the creditor to seize the mortgaged property, regardless of who holds it, and to obtain priority compensation.\n\nThe special feature of this type of mortgage is that, unlike conventional mortgages, it applies only to older properties. It cannot therefore guarantee the financing of a VEFA or CCMI property, or the financing of works.\n\nFor the borrower, it has the advantage of being exempt from land registration tax.\n\n**Unregistered mortgage**\n\nA mortgage is a security interest as defined above, established by notarial deed but not registered with the mortgage registry. The registration may be made at any time at the creditor's first request, thus conferring rank on the creditor. The creditor must therefore wait for the registration to know the rank, thereby running the risk of other security interests being taken over the property between signature and registration.\n\nHowever, this type of security is less costly than a registered mortgage.\n\n**Promise of mortgage assignment**\n\nThis is a promise to mortgage, but not a promise to register a mortgage.\n\nPromises to assign mortgages are not subject to the same formalities as mortgages: a notarial deed is not required. They are the result of a private deed, and therefore do not allow the beneficiary to register a mortgage, as the mortgage deed can only be executed before a notary.\n\nNon-performance of the promise only entitles the beneficiary to claim damages, i.e. compensation for the loss of the opportunity to obtain a mortgage registration, and thus repayment of his claim.\n\n**First Demand Independent Guarantee**\n\nThis is a commitment by the guarantor, in consideration of an obligation undertaken by a third party, to pay a sum on first demand.\n\nThe First Demand Independent Guarantee must be an autonomous undertaking, distinct from the main obligations guaranteed.\n\nThe guarantor cannot therefore raise any exception relating to the guaranteed obligation. The guarantor must pay the amount of the guarantee due, regardless of any grounds for exoneration that might justify the debtor's failure to perform or perform inadequately the guaranteed contract.\n\n**Pledging of shares**\n\nShares in non-trading and trading companies can be pledged by their owners. The pledgee thus benefits from a right of pursuit and a preferential right.\n\nPledges of shares in commercial companies are governed by the rules governing pledges of tangible assets.\n\nThe pledge of shares is drawn up by private deed or notarial deed, and must be served on the company whose shares are pledged, and advertised before the clerk of the commercial court of the pledgor.\n\nIn order to pledge shares, the pledgor must obtain the approval of the other shareholders of the company whose shares he is pledging, authorizing him to pledge the shares.\n\n**Pledge of a financial securities account**\n\nThe pledge of securities accounts is subject to the same rules as apply to financial securities, and relates not to the securities themselves, but to a special account and everything it contains: for example, a category of financial securities (such as shares in a particular company), or a portfolio of financial securities, or a collection of financial securities of various kinds, provided they are registered in an account and transferred from account to account.\n\nFinancial securities accounts are pledged as follows:\n\n1. Transfer of securities to a special account opened in the name of the holder and held by an authorized intermediary, a central depository or, where applicable, the issuing company. This involves isolating, by means of appropriate transfers, everything that the parties have agreed to pledge or, conversely, withdrawing from the account everything that they do not wish to include in the pledge.\n2. Drawing up a declaration signed by the account holder or the owner of the securities registered in a shared electronic recording device.\n3. Issue of a securities account pledge certificate. This certificate must include an inventory of the financial securities and sums in any currency registered in the pledged account on the date of issue.\n\n**Pledging of current account advances**\n\nIn order to guarantee his obligation, a partner, the grantor, may make a current account advance into the accounts of the company, the debtor, of which he is a partner. This will constitute a claim by the company against its partner, which may then be pledged to one or more beneficiaries.\n\nThe pledge of a receivable is enforceable against third parties from the date of the deed. Once the debtor has been notified, only the beneficiary receives payment of the pledged claim.","https://api.clubfunding.eu/storage/uploads/media/220/conversions/16076887724221607688772-thumbnail.jpg","https://api.clubfunding.eu/storage/uploads/media/220/16076887724221607688772.jpeg","2023-11-24","2025-07-04T07:00:09.000000Z",[22],{"type":23,"data":24},"content",{"content":16},1781600676954]