Moveable transactions

(Security over corporeal and incorporeal moveable property; assignation of incorporeal moveable property)

Commissioner

Dr Andrew Steven

Team members

Andrew Crawley, Project Manager
Kay Cuthbertson, Legal Assistant

Report

We published a Report on Moveable Transactions on 19 December 2017.  The Report is in 3 volumes (Volume 1; Volume 2; and Volume 3).  Volume 3 includes a draft Bill of the Scottish Parliament which would give effect to our 'devolved' recommendations.

We have prepared a business and regulatory impact assessment for the measures in the draft Bill.

A news release and summary are also available.

For an overview of the recommendations made in the Report and of their impact in practice, see this article by Commissioner Andrew Steven and Dr Hamish Patrick, recently published by the Butterworths Journal of International Banking and Financial Law.

The Scottish Government gave their initial response on 4 February 2019 to the report.

See the responses to the call from the Economy, Energy and Fair Work Committee for views on Moveable Transactions: see here.

The Moveable Transactions (Scotland) Bill was introduced into the Scottish Parliament on 25 May 2022 and its progress can be followed by means of this link to the Scottish Parliament’s website.  The Minister for Public Finance, Planning and Community Wealth, Tom Arthur MSP, wrote to Lady Paton on 26 May to confirm the introduction of the Bill and to set out the Scottish Government’s reasons for considering that it is a suitable candidate for consideration by the Delegated Powers and Law Reform Committee as an SLC Bill see here.

On 4 May 2023 the Moveable Transactions (Scotland) Bill was passed by the Scottish Parliament and became an Act on 13 June 2023.

Background

This was a medium-term project in our Eighth Programme of Law Reform which was carried over to the Ninth Programme of Law Reform.

It covers the original project on assignation and security over incorporeal moveable property from our Seventh Programme of Law Reform, and adds security over corporeal moveable property.

Thus book debts (money owed but unpaid), loan books (sums due on mortgage, credit cards, car loans etc.), intellectual property rights (patents etc.), stock in trade, and equipment (vehicle fleets etc.) all fall within the scope of the Report.

We published a Discussion Paper on Moveable Transactions (DP 151) in June 2011.  We published a draft Bill based on our intended reforms in July 2017.  The responses to those consultations were most helpful to us when preparing the Report.

Comparative law

We had particular regard when preparing our Report to legislative schemes in other comparable jurisdictions.

The Discussion Paper, for example, examined the model scheme that originated in the USA (Article 9 of the Uniform Commercial Code) and has now been adopted with variations in other countries including Australia, Canada and New Zealand.

Although the Paper concluded that a wholesale adoption of this model would not be appropriate, it is suggested that Scots law would benefit from adopting some of its ideas, and the Report has been developed on that basis. 

We also had close regard to reform work in other jurisdictions.  In particular we note from England and Wales the work of:

• The Secured Transactions Law Reform Project (information here).
• The Financial Law Committee of the City of London Law Society on secured transactions reform and on fixed and floating charges on insolvency, including their draft secured transactions code discussion paper and user guide, and
• The Law Commission for England and Wales in their Report on Bills of Sale, and the resulting Goods Mortgages Bill announced in the 2017 Queen's Speech.  

Contact

If you require any further information about the Moveable Transactions project, or if there are matters you wish to raise, please email:

info@scotlawcom.gov.uk

If you would like to be kept informed of future publications and events we would be happy to add you to our email mailing list on request.