Land Law: Leases, Charges & Security
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Questions and Answers

What happens to a leasehold title upon expiry of the lease period?

  • The title is automatically transferred to the leaseholder's heirs.
  • The title reverts to the state, unless the lease is renewed. (correct)
  • The title is converted to a freehold title.
  • The title is sold to the highest bidder.
  • In Peninsular Malaysia, for what duration does a land letting need to exceed to be considered a registered lease?

  • 5 years
  • 2 years
  • 3 years (correct)
  • 1 year
  • Why is a registered legal charge considered the best security over land?

  • It bypasses the need for a land search.
  • It allows the chargee to enforce security through foreclosure in case of loan default. (correct)
  • It offers the highest interest rates to the lender.
  • It automatically converts the property to freehold.
  • What is the name of the instrument used to create a charge over property with a title under the National Land Code (NLC)?

    <p>Memorandum of Charge (Form 16A) (B)</p> Signup and view all the answers

    Which of the following is NOT a necessary step to ensure a legal charge is valid against claims from other creditors?

    <p>Registration within 60 days from date of creation (D)</p> Signup and view all the answers

    Why is a charge typically presented for registration together with the memorandum of transfer?

    <p>Because the property ownership must be transferred to the purchaser before a charge can be created. (C)</p> Signup and view all the answers

    Prior to presenting a charge for registration, what should a lender do to avoid rejection of registration?

    <p>Conduct a final land search to check for caveats or prohibiting orders. (C)</p> Signup and view all the answers

    What determines the effective date of registration of a charge, which confers indefeasible title and interest?

    <p>The date and time entered in the presentation book at the land office. (B)</p> Signup and view all the answers

    What is the primary purpose of a loan agreement between a bank and a borrower?

    <p>To establish a contractual and legal framework detailing the loan terms and conditions. (C)</p> Signup and view all the answers

    Which of the following actions is essential for ensuring the legal validity and enforceability of a loan agreement?

    <p>Registering the agreement with appropriate regulatory agencies where required. (B)</p> Signup and view all the answers

    Which section of a loan agreement provides a detailed description of the loan amounts, interest rates, and repayment schedules?

    <p>Loan Facilities: Structure and Terms (C)</p> Signup and view all the answers

    Why might a bank impose conditions precedent in a loan agreement?

    <p>To mitigate risks and ensure certain requirements are met before the loan is released. (C)</p> Signup and view all the answers

    Which legislation primarily governs properties without individual titles, such as apartments and condominiums?

    <p>Strata Title (Amendment) Act 2007 (D)</p> Signup and view all the answers

    According to the information, what is the primary responsibility of the property developer or land proprietor regarding properties without individual titles?

    <p>Applying for subdivision of land and issuance of strata titles. (C)</p> Signup and view all the answers

    What is the immediate next step after expressing 'appreciating' the security interest?

    <p>Perfecting the security interest through notifying the security interest to third party. (A)</p> Signup and view all the answers

    Which of the following is NOT a standard component related to the signing of the loan agreement?

    <p>Shared with other banks for benchmarking purposes. (B)</p> Signup and view all the answers

    What is typically involved when assigning a property with no issued document of title?

    <p>A Loan Agreement and Deed of Assignment (LADA) (D)</p> Signup and view all the answers

    What is the purpose of lodging a Private Caveat against the Master Title in a property transaction without an individual title?

    <p>To prevent further dealings on the master title pending issuance of individual titles. (B)</p> Signup and view all the answers

    What primarily does section 5 'Covenants and Credit control' in the loan agreement deal with?

    <p>The borrower's obligations and restrictions during the loan period. (A)</p> Signup and view all the answers

    Which of the following actions would NOT fall under 'Compliance and monitoring of covenants'?

    <p>Adjusting the interest rate based on the borrower's marital status. (A)</p> Signup and view all the answers

    Which document would most likely accompany a Loan Agreement when securing a property without an individual title?

    <p>Deed of Receipt and Reassignment (R&amp;R) (D)</p> Signup and view all the answers

    In the context of properties without title, what does 'LACA' typically stand for?

    <p>Loan Agreement cum Assignment (C)</p> Signup and view all the answers

    What is the significance of the Sales and Purchase Agreement (SPA) cum Assignment when dealing with properties that do not have individual titles?

    <p>It transfers the rights and responsibilities of the original buyer to the new buyer before the title is issued. (B)</p> Signup and view all the answers

    Which document grants authority to act on behalf of the property owner in the context of properties without title?

    <p>Power of Attorney (D)</p> Signup and view all the answers

    Which of the following is the primary reason for a lending bank to impose a restriction on changes in the majority shareholdings of a company?

    <p>To ensure the bank can reassess the risk associated with any potential new controlling party. (A)</p> Signup and view all the answers

    A company is seeking a loan. Which of the following scenarios would MOST likely be viewed favorably by the lending bank, based on the provided information?

    <p>The company is willing to provide land with an issued document of title as security. (B)</p> Signup and view all the answers

    What is the main purpose of restrictive covenants imposed by lending banks on borrowing companies?

    <p>To safeguard the bank's investment and manage potential risks associated with the borrower. (D)</p> Signup and view all the answers

    In a Loan Agreement Cum Assignment (LACA), who typically constitutes the first party involved?

    <p>The purchaser and the borrower, who are the same entity. (D)</p> Signup and view all the answers

    A borrower offers 'Freehold Land' as collateral. What does 'Freehold Land' signify in this context?

    <p>Land where the title is generally referred to as grant in perpetuity or freehold title. (A)</p> Signup and view all the answers

    What is the primary purpose of registering a Power of Attorney (PA) contained within a LACA or LADA at the High Court?

    <p>To grant the assignee/lender the authority to enforce remedies, like selling the property, upon borrower default. (D)</p> Signup and view all the answers

    Which of the following factors would MOST likely lead a lender to require property as security for a loan?

    <p>The borrower's business plan involves high-risk investments and unstable cashflows. (C)</p> Signup and view all the answers

    Why is it essential for a lender to secure the Original Sales and Purchase Agreement (SPA) in a Loan Agreement Cum Assignment (LACA)?

    <p>To prove assignor’s right and interest in property pending issuance of title. (B)</p> Signup and view all the answers

    In the context of property assignment, what is the significance of lodging a Private Caveat against the Master Title?

    <p>It prevents the developer from dealing with the property in a way that affects the purchaser's and lender's interests. (D)</p> Signup and view all the answers

    A company in Sarawak wants to use its land as security for a loan. Which land law would primarily govern the process?

    <p>Sarawak Land Code. (D)</p> Signup and view all the answers

    What is the key difference between a Loan Agreement Cum Assignment (LACA) and a Loan Agreement and Deed of Assignment (LADA)?

    <p>LACA involves the purchaser and borrower being the same party; LADA involves them being different parties. (E)</p> Signup and view all the answers

    Why do lenders differentiate between properties with an issued document of title and properties without one?

    <p>Properties with title documents offer a more secure legal claim for the lender in case of default. (D)</p> Signup and view all the answers

    In the event of a borrower's default under a Loan Agreement Cum Assignment (LACA), what primary recourse does the assignee bank typically have concerning the assigned property?

    <p>The bank can sell the assigned property via private treaty or public auction to recover the debt. (C)</p> Signup and view all the answers

    What type of legal charge provides the highest priority claim for a lender against a secured property?

    <p>First Legal Charge. (B)</p> Signup and view all the answers

    In a sub-sale of property involving an assignor and a new purchaser, what crucial step must be taken to ensure the Deed of Assignment is effective?

    <p>An express Notice in Writing must be given to the Developer. (D)</p> Signup and view all the answers

    Which document essentially demonstrates the assignor's rights and interests in a property pending the issuance of the strata or individual title?

    <p>The Original Sales and Purchase Agreement (SPA). (B)</p> Signup and view all the answers

    When a borrower defaults on a loan secured by unit trusts, what action does the bank take to recover the funds?

    <p>The bank sells the unit trusts to the unit trust manager, and the proceeds are used to settle the loan. (D)</p> Signup and view all the answers

    What is the purpose of providing a written notification of the assignment of an insurance policy to the insurer?

    <p>To establish a priority claim on policy monies and ensure direct payment to the bank upon maturity or claim. (D)</p> Signup and view all the answers

    Under hire purchase financing, what condition allows the borrower/hirer to use the asset?

    <p>If the borrower/hirer services the loan regularly. (D)</p> Signup and view all the answers

    What happens to the unit distributions in the borrower's unit trust account during the loan period?

    <p>They continue to be credited to maintain the collateral value. (D)</p> Signup and view all the answers

    What action must be taken to register a debenture and why is it important?

    <p>Register the debenture with the Company Commission of Malaysia (CCM) within 30 days to notify of prior claim to third parties. (C)</p> Signup and view all the answers

    For assets under hire purchase financing, which document establishes the security interest?

    <p>A Hire Purchase Agreement standardized by the Hire Purchase Act 1967. (A)</p> Signup and view all the answers

    When does the floating charge in a debenture typically crystallize?

    <p>Upon the event of default, as specified in the debenture. (D)</p> Signup and view all the answers

    After full loan settlement secured by unit trusts, what steps are taken to release the security?

    <p>The trust units are transferred by the lender to the borrower, followed by cancellation of MOD and endorsement on unit trust certificate. (B)</p> Signup and view all the answers

    Flashcards

    Loan Agreement

    A contract between a bank and a borrower outlining loan terms and conditions.

    Security Interest

    A legal claim on collateral that secures the loan against default.

    Conditions Precedent

    Requirements that must be fulfilled before loan funds are released to the borrower.

    Loan Facilities Structure

    Details on the types, amounts, terms, and availability of loan facilities.

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    Covenants

    Agreements between the borrower and lender to maintain certain conditions.

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    Credit Control

    Measures taken to manage the credit exposure and risks involved in lending.

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    Drawdowns

    The process of accessing loan funds by the borrower according to agreed terms.

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    Compliance Monitoring

    Overseeing adherence to the covenants and conditions of the loan agreement.

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    Aggressive Investment Practices

    Investment strategies that excessively risk cashflows for high returns.

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    Restrictive Covenant

    A clause that limits certain actions without lender consent.

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    Property Security

    Assets like land and property used as collateral for loans.

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    Issued Document of Title

    Legal proof of ownership for a property that provides rights over the land.

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    Freehold Land

    Land owned indefinitely, granting full ownership rights.

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    Leasehold Land

    Land owned for a specified period under a lease agreement.

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    Legal Charge

    A lender's claim on property as security for a loan.

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    National Land Code 1965

    Law governing land ownership and rights in Peninsular Malaysia.

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    Freehold Title

    Ownership of land for an indefinite period.

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    Leasehold Title

    Ownership of land for a limited period, such as 30 or 99 years.

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    National Land Code

    Regulates land ownership and leases in Peninsular Malaysia.

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    Tenancies

    Agreements giving rights to use land that don't need registration.

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    Memorandum of Charge

    Document creating a legal charge over property.

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    Indefeasible Title

    Title that cannot be annulled or set aside once registered.

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    Registration of Charge

    Official recording of a legal charge to ensure validity against creditors.

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    Property without Title

    Real estate that lacks documented proof of ownership, often seen in multi-density developments.

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    Strata Title

    A system of ownership for multi-density properties allowing individual ownership of lots and common property.

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    Subdivision of Land

    The process of dividing a larger parcel of land into smaller lots for individual ownership.

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    Strata Title (Amendment) Act 2007

    Legislation that governs the issuance and transfer of strata titles to owners of multi-density developments.

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    Deed of Receipt

    A document confirming the receipt of payment or property and details of the transaction.

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    Private Caveat

    A notice indicating a claim or interest in a property, preventing its transfer without notifying the claimant.

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    Lodgment of Documents

    The act of submitting legal documents for official recording or registration in public records.

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    Reassignment of Title

    The legal process of transferring property rights from one owner to another.

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    Unit Trust

    A pooled investment scheme where funds are invested in various assets.

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    Loan Default

    Failure to fulfill the payment terms of a loan agreement.

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    Hire Purchase Financing

    A method of acquiring goods through installment payments where ownership transfers after final payment.

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    Debenture

    A long-term security yielding a fixed interest, issued by a company and secured against assets.

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    Fixed Charge

    A type of security interest secured against specific assets, usually immovable property.

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    Floating Charge

    A security interest over a pool of changing assets, like inventory or receivables.

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    Hire Purchase Agreement

    The contract used in hire purchase financing detailing the terms of use and payments.

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    Event of Default

    A circumstance specified in an agreement that allows lenders to take action on default.

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    Absolute Assignment

    A contract transferring all rights in property from assignor to assignee as loan security.

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    Loan Agreement Cum Assignment (LACA)

    A contract where the borrower is the same as the purchaser, secured by an assignment.

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    Loan Agreement and Deed of Assignment (LADA)

    Involves different parties, a contract for loan secured by property assignment.

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    Power of Attorney (PA)

    A document granting assignee the right to enforce remedies upon borrower's default.

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    Original Sales and Purchase Agreement (SPA)

    A vital document proving the assignor's title and rights in the property.

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    Express Notice in Writing

    A formal notification required for the Deed of Assignment to take effect.

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    Documentation for Reduced Risks

    Proper documentation ensures effective enforcement and reduces assignment risks.

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    Study Notes

    Loan Securities and Documentation

    • Loan security is a way for lenders to have a fallback plan if the borrower defaults on the loan.
    • Security does not eliminate the risk of default; it only mitigates the potential losses during a default.
    • A good security must have stability in value, be marketable with sufficient liquidity, be quantifiable and measurable, easy to transfer for use, free from prior claims, and allow the lender to legally enforce their rights over the security.

    Collateral Categories

    • Depreciating Collateral: Lenders should accurately assess the value of depreciating collateral (e.g., vehicles, plant, machinery) at the time of loan disbursement. The margin of financing should not be overly high. Lenders should periodically update the value of the collateral.
    • Fluctuating Collateral: Assets like stocks, shares, and bonds require periodic valuation updates. Lenders should include provisions in the agreement allowing for additional collateral if the security-to-loan ratio falls below a threshold.
    • Stable Collateral: Lenders must ensure the legal enforceability of stable collateral (e.g., fixed deposits) is maintained, and that it is not improperly released to the borrower.
    • Potentially Appreciating Collateral: Lenders should use professional valuers to assess and update the value of potential appreciating assets. A security agreement must be created and the collateral must be valid against third-party claims. The security interest should also be perfected by notifying the appropriate parties.

    Loan Agreement

    • The loan agreement details the terms and conditions of the loan, the parties involved, and the execution date. It is a legally binding document to protect the lender's interests.
    • Major sections of a loan agreement include: terms of loan facilities, conditions precedent, conditions for drawdowns, ongoing conditions, covenants and credit control, and compliance and monitoring of covenants.
    • The agreement should be properly drafted with appropriate clauses, signed by authorized parties of the bank and the borrower, contain payment of stamp duties, be registered with relevant agencies and kept under the lending bank's securities department or in-house legal counsel.

    Loan Facilities

    • This section describes the types of loan facilities available, their amounts, availability for drawdown, interest rates, repayment schedules, and security requirements.
    • The conditions precedent refer to any conditions imposed on the borrower by the bank prior to approving loan facilities. Common examples include a board resolution or disclosure to the bank regarding business arrangements.
    • Conditions for drawdowns dictate specific conditions for each drawdown from the available facilities. This is a way to maintain control over the funds.

    Continuing Conditions, Covenants and Credit Controls

    • Continuing conditions ensure the borrower maintains proper conduct throughout the loan period.
    • Covenants are credit control mechanisms that help protect the lender's interest.
    • Covenants can be categorized as having a direct financial impact or impacting business continuity.

    Common Financial Covenants

    • Minimum equity covenant: Requires the borrower to cover losses with new capital within a set timeframe.
    • Working capital maintenance: Ensures sufficient current assets and prevents over-reliance on current liabilities. This is typically specified with a current ratio.
    • Sinking fund requirement: Requires the borrower to create a specific fund for asset replacement or loan redemption.
    • Borrowing and debt restriction: Prevents excessive borrowing and maintains the borrower's financial solvency.
    • Dividend payment restriction: Restricts cash outflow to avoid excessive spending.

    Common General Covenants

    • Valid licenses and trade agreements: Ensures the borrower's business is legally registered.
    • Insurance coverage: Stipulates that assets and key executives are covered by adequate insurance policies.
    • Non-disposal of key assets: Restricts the sale of specific assets without the bank's prior consent.
    • Restrictions on investments outside normal business operations: Restricts investments in activities outside the core business without the bank's consent.
    • Restriction on changes in business ownership: Restricts changes in majority shareholdings without the bank's approval.

    Property Security

    • Land and properties are common forms of security for lenders.
    • Two main types of property are those with a title document and those without a title document, each requiring different documentation.
    • A registered legal charge is the best form of land security.
    • A Memorandum of Charge, Form 16A under the NLC, must be created and registered to ensure the lender's claim is valid.
    • Registration procedures, including timeframes, are crucial to establishing valid security interest.

    Creation and Perfection of Memorandum of Charge

    • Steps involved in preparing and registering a charge for land or property.
    • First legal charge and second legal charge: First charge has priority over the subsequent, second and any other.
    • First party charge and third party charge: First party is directly to the borrower, third party is to a different party.
    • Principal charge and subsidiary charge: Principal charge is the main one, subsidiary is secondary.
    • An absolute assignment involves the transfer of ownership of property by the borrower to the lender, often securing a loan.
    • This can involve either the same party or different party scenarios, depending on the specific procedures.

    Property under Construction and Sub-Sales

    • Documentation of properties under construction or sub-sales must adhere to formal procedures and compliance requirements.

    Property under Redemption

    • The process for checking and verifying redemption amounts before transactions take place to prevent issues.

    Other Security and Documentation

    • Fixed deposits, stocks, shares, unit trusts, insurance policies, assets under hire purchase financing, and debentures can also function as security, each with specific documentation requirements.

    Guarantee and Indemnity

    • Guarantees are another form of credit support to help lenders mitigate risk.
    • Types of guarantees include guarantees, indemnity agreements, letters of undertaking, and other related agreements.

    Characteristic of Guarantee

    • Guarantees are legal agreements where a third party (guarantor) promises to pay a loan if the primary borrower defaults.
    • Guarantees involve three parties: the lender, the borrower, and the guarantor.
    • A guarantee must be issued by a third party, not the borrower.

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    Description

    Explore leasehold titles, land letting durations in Malaysia, and the importance of registered legal charges. Understand the process of creating and registering charges under the National Land Code (NLC), and the role of loan agreements.

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