Finance and credit are a fundamental part of the business trading relationship, enabling companies to grow and develop. While it is essential for businesses to have access to finance, it is equally important for lenders and suppliers to secure their receivables. This is typically achieved through various forms of collateral, such as mortgages, guarantees and retention of title.

At CLEMENS, we assist with the establishment of loan relationships and the associated security packages. We specialize in the business community's preferred security instruments, including corporate mortgages, real estate mortgages and surety. Our expertise also includes advice on retention of title and consignment in connection with delivery on credit.

Our advice covers a wide spectrum, including:

  • Establishment of mortgages on receivables and movable property that secure lenders' claims through security in the company's assets.
  • Subordinated and subordinated loans that clarify the position of lenders and borrowers in relation to repayment.
  • Resignation, support, and letters of intent that clarify the parties' intentions and commitments.
  • Negative pledge and dividend restriction agreements, which set the framework for the company's financial transactions under the loan agreement.
  • Assessment of avoidance risks when taking out loans or when providing additional collateral.

We also provide advice on the termination of commitments and trade agreements, as well as on the enforcement of loans and collateral. Our expertise ensures that mortgage and property rights conflicts are handled constructively.


A corporate pledge is a way of providing security by taking groups of assets that the company owns or will own in the future as collateral. This means that the company can still use the assets it has pledged, but there is an official record that they have been pledged. This differs from a hand pledge, where you physically transfer the asset - for example, a machine.

A floating charge can cover broad categories of assets, such as the company's entire inventory or equipment. There is no need to itemize each asset. The lien can be used as collateral for almost any type of debt, making it a flexible tool for securing loans.

Any owner of a business, both natural and legal persons (e.g. a limited liability company), can create a business pledge. The pledge may not be granted in favor of persons or companies closely related to the pledgor.

Business mortgages can include a range of asset types such as trade receivables, inventory, new and used vehicles, inventory, and intellectual property. The important thing is that the pledgor operates a business dealing with the assets in question.

An asset covered by a floating charge can continue to be used in the company's day-to-day operations. This makes a floating charge a flexible and useful form of security that does not restrict business operations.

A floating charge can cover different types of assets specified in legislation, specifically in TL § 47 c, paragraph 3, nos. 1-8. When establishing a floating charge, you select the types of assets to be covered through an electronic registration process. Once an asset group is selected, all assets within that group are automatically covered by the pledge from the moment it is registered. The assets that can be included in a company pledge include:

  • Amounts outstanding from the sale of goods or services.
  • Inventory.
  • Motor vehicles that have not been previously registered, i.e. brand new.
  • Inventory, equipment and technical installations.
  • Fuels and other auxiliary materials, such as gasoline, oil, and coal.
  • Certain types of live animals.
  • Goodwill, domain names, and other intellectual property rights.
  • Previously registered motor vehicles, which typically means used vehicles.

A prerequisite for using these types of assets as business collateral is that the company is trading in the relevant area, for example, trading in used vehicles.

If there is uncertainty about which category a specific asset belongs to, it is crucial how the asset is actually used in the business. This is especially relevant if there is doubt as to whether an asset belongs to a category covered by a floating charge or another category. An important aspect of floating charges is its flexibility and global applicability; an asset is covered by floating charges regardless of its geographical location as long as it is owned by the company, meaning that assets located abroad can also be included.

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