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Philippines: New Personal Property Security Act

Republic Act 11057 or the Personal Property Security Act (PPSA) was signed into law on August 17 2018. It provides for new means and requirements for creating, perfecting, and registering security over personal property in the Philippines. The PPSA amended or repealed certain laws that are inconsistent with the new law. This includes those laws relating to the creation of pledges and chattel mortgages and the registration procedures for security interests over personal property in the Philippines.

Under the PPSA, a security interest over personal property is created by a security agreement. In creating a security interest, it would be sufficient that the collateral be reasonably identified, whether in a general or specific manner. A security agreement may also provide for security interests in future property, but the security interest in that property will be created only when the grantor acquires rights in it or the power to encumber it.

The PPSA further provides that security interest over personal property may be perfected to bind third parties through the following means: (a) the registration of a notice with the registry; (b) possession of the collateral by the secured creditor; and, (c) control of investment property and deposit accounts. For tangible assets, a security interest may be perfected by registration or possession. On the other hand, security interests in investment property and deposit accounts may be perfected by registration or control.

The PPSA also sets out a new set of rules for determining priority of security interest. This depends on the nature and kind of property involved, and is not entirely dependent on prior registration at the registry. With regard to enforcement, a secured creditor may now sell or otherwise dispose of the collateral, publicly or privately. The debtor is also required to satisfy any deficiency. Previously, Philippine rules governing pledges provided that the foreclosure of a pledge extinguished the debt, and the secured creditor was no longer entitled to recover any deficiency.

The Philippine Land Registration Authority (LRA) has to establish a new registry that will enable registration and the searching of notices on security interests, and to make it operational before the PPSA is implemented. During the transitional period (that is, from the date the PPSA becomes effective until the date when the registry is established and operational) existing laws will continue to apply.

The Philippine department of finance, in coordination with the Philippine department of justice, through the LRA, is tasked to promulgate the rules and regulations to implement the PPSA.

John Paul
V De Leon
Bong Paulo
A Macasaet

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