LEGAL GUIDANCE
Shares, debentures and business security in The Gambia
Identify the assets, parties and obligations covered by proposed security before signing, registering or releasing funds.
What is the lender taking security over?
A proposed share security arrangement concerns an ownership interest in a company. A debenture may address obligations and security over business assets. The document’s actual wording matters more than its title: identify the borrower, security provider, secured obligations and assets described.
Ask whether the security is limited to a particular loan or extends to other liabilities. Where a person or group company provides security for someone else’s borrowing, the commercial purpose, authority and potential exposure need careful review.
Which company and asset records are needed?
- The facility or loan agreement and complete security package.
- Company constitutional documents and proposed approvals.
- Share records or evidence of ownership of the relevant assets.
- Existing finance, charges, guarantees and restrictions.
- Any proposed priority or consent arrangements with another lender.
Confirm who can sign and which searches, filings or other steps are required for the particular security. Do not treat a signed document as proof that every step for its effectiveness or priority is complete.
How should registration and priority be assessed?
The Central Bank publishes information about the collateral registry for security interests in movable property. The applicable route must be assessed against the asset and transaction; it should not be assumed to replace every company, land or other registration requirement.
Ask for a completion list identifying the responsible person, deadline, evidence of filing and outstanding conditions. Where earlier security exists, clarify how it affects the new lender’s position before advancing funds.
What happens on default or repayment?
Review default triggers, notice provisions, enforcement rights and the effect on business control. Consider the relationship between the facility, security and any personal or corporate guarantee. Seek advice promptly if a demand has already been received.
On repayment or refinancing, agree how the security will be released and which records need updating. Keep the executed release and relevant confirmations, rather than relying only on evidence that the loan balance was paid.
For security over land, read property mortgages.
Official information
Central Bank of The Gambia: collateral registry explains the movable-property registration system. The Deeds Registry also publishes its document categories.
Related guidance
Published by Solie Law Chambers. Updated . General guidance; the advice for your matter depends on its facts and applicable law.
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