Can a security interest cover a corporation's future assets that it doesn't own yet?
Yes. One of the key features of Ontario's Personal Property Security Act is that a security agreement can extend to "after-acquired property," meaning collateral the corporation acquires after the agreement is signed, not just the assets it owns at the time. This is a standard part of most general security agreements, which typically describe the collateral as all present and after-acquired personal property of specified types.
This matters enormously for financing tied to a changing asset base, such as inventory that's constantly being sold and replenished, or receivables that are generated and collected on an ongoing basis. Without this feature, a lender's security would effectively evaporate every time the original collateral was sold or used up, forcing constant new agreements and registrations. Instead, the security interest can automatically attach to new inventory or receivables as they come into existence, without the parties needing to sign anything new or register again each time. This is part of what makes the PPSA well suited to financing based on a fluctuating pool of business assets rather than one fixed, unchanging asset.
Key takeaways
- A PPSA security interest can extend to assets the corporation acquires after signing
- This "after-acquired property" feature is standard in most general security agreements
- It lets security automatically follow a changing asset base like inventory or receivables
- No new agreement or registration is generally needed each time new collateral arises