Commercial Mortgages Broker UK Commercial Mortgage Glossary Reference edition, MMXXVI

Charge structures and security

All-monies debenture

A floating charge over all the assets of a company that secures every present and future liability owed to the lender. Standard ancillary security on UK commercial mortgages to corporate borrowers.

All-monies debenture is a debenture (a charge over a company’s assets) which secures all present and future liabilities owed by that company to the lender, not just the specific commercial mortgage being granted. On UK commercial mortgages to corporate borrowers, an all-monies debenture is standard ancillary security alongside the real-estate first charge.

What the document does

Three things at once:

  1. Fixed charge over named tangible assets (the property, sometimes key plant and machinery).
  2. Floating charge over the rest of the company’s assets (book debts, stock, cash at bank, other property), which crystallises into a fixed charge on default or insolvency.
  3. All-monies wording which extends the security to cover any other obligation the company has or may in future have to the same lender, including unrelated facilities.

The all-monies element is the loaded part. It means a default on a separate working-capital line could, in theory, trigger enforcement against the property even if the commercial mortgage itself is fully performing. In practice lenders rarely cross-default like this, but the contractual right is there.

Why it shows up so often

Clearing banks (Lloyds, NatWest, Barclays, Santander) lean on all-monies debentures as a matter of course, especially for borrowers who also hold operating bank accounts, current accounts and working capital facilities with the same bank. The bank’s view is that all of its exposure to the corporate borrower should be secured by the same package.

Specialist commercial mortgage lenders (Shawbrook, InterBay Commercial, LendInvest, Cynergy Bank) often take a debenture but more frequently a specific debenture limited to the property and immediately related assets, rather than all-monies.

What to negotiate

Brokers should look closely at:

  • Cross-default language: can the lender call the commercial mortgage if an unrelated line goes wrong.
  • Release on redemption: does the debenture automatically discharge when the mortgage redeems, or does it survive.
  • Carve-outs: shareholders’ loans, intra-group loans, key supplier contracts can usually be excluded.

See also