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Enron Mail |
Enclosed is advice I have received from Bermuda counsel regarding perfecting
an interest in cash collateral. Susan, Please put this in your opinion database. Thanks. Carol St. Clair EB 3889 713-853-3989 (Phone) 713-646-3393 (Fax) carol.st.clair@enron.com ----- Forwarded by Carol St Clair/HOU/ECT on 04/18/2001 10:41 AM ----- "Chris Garrod" <CGGarrod@cdp.bm< 04/18/2001 09:50 AM To: <Carol.St.Clair@enron.com< cc: <Brent.Hendry@enron.com<, <Caroline.Abramo@enron.com<, <Paul.Radous@enron.com<, <Sara.Shackleton@enron.com< Subject: Re: Cash Collateral Dear Carol Under Bermuda law, there is no real concept of "perfecting" security since it is not necessary to ensure the enforceability in Bermuda that a charge be registered in Bermuda. However, although it is not necessary for a security interest to be registered in order for it to be valid, the charge document itself can be registered in Bermuda in the Register of Charges in accordance with Section 55 of the Companies Act 1981 in order to ensure the priority in Bermuda of the charge. On registration, any charge evidenced in the charging document will have priority over any unregistered competing charge or any subsequently registered competing charge in respect of the assets which are the subject of the charge (i.e. the cash). If the agreement will be governed by either Texas or New York law, it will be a matter of the laws of either Texas or New York as to the actual nature of the security interest which is created by the charge. If you would like us to effect the registration of the charge, we would need an original (or a certified true copy) of the executed document which creates the security interest. There is no time limit on such registration. However, please note that, in addition to our professional fees, there is a filing fee of $446 which is payable in respect of the registration. I trust that the above is of some assistance. If you have any questions please do not hesitate to contact me. Kind regards. Chris Garrod Christopher Garrod Conyers Dill & Pearman Clarendon House, 2 Church Street Hamilton HM 11, Bermuda Direct dial 441 299 4923 Fax: 441 292 4720 email cggarrod@cdp.bm <<< <Carol.St.Clair@enron.com< 04/17/01 06:54PM <<< Christopher: We have done a trade with a Bermuda hedge fund and have negotiated collateral provisions that may require them to post csah to us. The agreement will be governed by either Texas or New York law. We need your advice on how to perfect our interest in any cash posted to us that we would hold in an account in the United States. Could you please call either me or Sara Shackelton (713)853-5620 if possible tomorrow or you can send me an e-mail if that is easier. I'm hoping that our possession of the cash is enough. Sorry for the short fuse on this. If you need any additional information, please contact me or Sara. I will be unavailable from 9-11 and 2-3 tomorrow Houston time. Carol St. Clair EB 3889 713-853-3989 (Phone) 713-646-3393 (Fax) carol.st.clair@enron.com
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