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Microlesson · 5-min read

Meaning and Types of Charges (Fixed vs Floating)

# Charges on Company Property — Fixed vs Floating

## What is a Charge?

A charge is an interest or lien created on the property/assets of a company or any of its undertakings as security in favour of a creditor (e.g., for a loan or debenture).

> Sec. 2(16): "Charge" means an interest or lien created on the property or assets of a company or any of its undertakings or both as security and includes a mortgage.

## Two Types of Charges

### 1. Fixed Charge

  • Created on specific, identified assets (e.g., land & building, plant & machinery).
  • The company cannot deal with / sell the charged asset without the consent of the charge-holder.
  • Crystallisation is not required — the charge attaches immediately.
  • Example: Charge on a specific factory premises (office land and building).

### 2. Floating Charge

  • Created on a class of assets, present and future, that keep changing in the ordinary course of business (e.g., stock-in-trade, book debts).
  • The company is free to deal with these assets in the ordinary course of business until the charge crystallises.
  • Crystallisation = the floating charge becomes a fixed charge — happens on events like winding up, default in payment, or cessation of business.
  • Example: Charge on the company's stock of finished goods.

## Comparison Table

BasisFixed ChargeFloating Charge
Asset coveredSpecific, identified assetClass of assets, changing in nature
Dealing with assetNot permitted without consentPermitted in ordinary course
CrystallisationNot requiredRequired to become enforceable as fixed
ExampleLand & buildingStock-in-trade, debtors

Worked example

### Example 1

Example 1: ABC Ltd. takes a loan of Rs. 50 lakh from a bank and creates a charge on its office building. This is a fixed charge because it is on a specific, identifiable asset. ABC Ltd. cannot sell the building without the bank's consent.

### Example 2

Example 2: XYZ Ltd. obtains a working capital loan and creates a charge on its stock-in-trade and book debts. This is a floating charge — XYZ can continue selling stock and recovering debts in the ordinary course of business until the charge crystallises (e.g., on winding up or default).

⚠️ Common exam mistakes

  • Confusing the definition of charge with hypothecation/pledge — note that 'charge' under the Act expressly includes a mortgage.
  • Believing a floating charge gives the lender immediate control — it does not; control arises only on crystallisation.
  • Forgetting that crystallisation converts a floating charge into a fixed charge automatically on specified events.
Bare-Act text Section 2(16) · Companies Act, 2013 · click to expand
"Charge" means an interest or lien created on the property or assets of a company or any of its undertakings or both as security and includes a mortgage.
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