A security agreement that uses the language of 'transfer', 'assign' and 'absolutely' in its operative clause will nonetheless be construed as creating only a floating charge where other provisions of the agreement entitle the chargor to receive moneys and exercise ownership rights over the secured assets until an event of default. The requirement of 'express notice in writing' under s 199(1) of the Property Law Act 1974 (Qld) is not satisfied by the debtor's fortuitous receipt of a private and confidential solicitor's letter to the assignee, nor by disclosure of an ambiguous security agreement in litigation where the assignor denies that it constitutes an assignment. However, Dalton J (obiter) considered that disclosure of a clear assignment document together with an admission in pleadings that the agreement was entered into could constitute sufficient notice.
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