Legal
True sale
status: draft
A legal analysis that an asset transfer should be treated as a sale rather than as a secured loan to the originator.
What to watch
True sale affects bankruptcy isolation. Problems usually come from recourse, control, commingling, or transfer mechanics.
Referenced in 56 topics
Accessing insurance capital for originators playbooks Accounts and cash management mechanics Aircraft leases asset-classes Auto loans and leases asset-classes Bank balance sheet capital-sources Basel III/IV capital treatment regulatory CECL and accounting considerations accounting-valuation Collateralized loan obligations (CLOs) structures Conduit and ABCP programs structures Credit funds and private capital capital-sources Credit-linked notes / synthetic securitizations structures Deal timeline matrix appendix Document coordination documentation Due diligence question bank documentation Enforcement and liquidation playbooks Entity types and tax considerations legal EU/UK securitization regulations legal GAAP vs IFRS accounting comparison accounting-valuation Healthcare receivables asset-classes Insurance and bank investor considerations legal Insurance capital capital-sources Legal counsel counterparties Legal opinions and third-party reports documentation Litigation finance asset-classes Managing legal costs playbooks NAIC filing and designation deep dive legal Navigating the deal process playbooks Pool formation and onboarding operations-lifecycle Premium finance asset-classes Preparing your data room playbooks Primary market process market-landscape Private placement / bespoke structures structures Protecting your position in distress playbooks Questions to ask your legal team playbooks Rated note feeders structures Rating agencies counterparties Rating agency engagement for funds playbooks Repackaging structures structures Reps, warranties, and enforcement documentation Revenue-based financing asset-classes Sale and contribution agreement documentation Security and pledge agreements documentation Selecting your law firm playbooks Servicing agreement documentation SPVs and bankruptcy remoteness legal Structuring deals for investor appeal playbooks Term securitization (ABS/MBS) structures The ABF ecosystem (players, roles, and how they interact) foundations Transaction agreements documentation Transitioning between capital providers playbooks True sale and perfection legal Understanding deal fees playbooks What capital providers care about playbooks What is negotiable by structure type playbooks When things go wrong playbooks Working with accountants and auditors playbooks