Australia: ABN or ACN - A valuable lesson on registering under the Personal Property Securities Act

A recent decision handed down by Justice Brereton on 31 January 2017 in the Supreme Court of New South Wales has highlighted the importance of attention to detail when it comes to registering security interests on the Personal Property Securities Register (PPSR), and in accordance with the Act and its Regulations.

In the matter of OneSteel Manufacturing Pty Limited (administrators appointed) [2017] NSWSC 21, the secured creditor, Alleasing Pty Ltd, had registered security interests over goods supplied or to be supplied to OneSteel using OneSteel's Australian Business Number (ABN) as opposed to its Australian Company Number (ACN).

The Court found that the goods that were the subject of the security interests and the registrations, had vested in OneSteel when the business was placed into voluntary administration. This was despite the fact OneSteel's ABN incorporated its nine digit ACN and the fact the administrators, by a variety of searches were aware of Alleasing's PPSR registrations. It was noted that an ABN and an ACN are two distinct identifiers. This result may appear to be harsh but on analysis, it's in keeping with a strict reading of what the Personal Property Securities Act 2009 (PPSA) and its Regulations require to be noted on a financing statement when registering against a corporate grantor.

The facts

OneSteel wanted to lease a Striker crushing and screening plant (Crusher) from Alleasing - which Alleasing would fund.

On 16 October, 2014 Alleasing entered a master lease agreement with OneSteel with terms which would apply to any goods leased under rental schedules entered into. One day later, Alleasing registered a financing statement on the PPSR regarding the Crusher.

In May of the following year, OneSteel entered into a rental schedule for the Crusher, as well as one for its spare parts (Alleasing registering a financing statement on PPSR regarding the spare parts on the same day and completing the registrations using OneSteel's ABN, not its ACN).

On 7 April, 2016, OneSteel went into voluntary administration. Alleasing was informed by the administrators in mid-June that its registrations were 'defective and ineffective' and that the goods that were the subject of security interests had vested in OneSteel. Alleasing lodged new registrations in relation to the same security interests but this time using OneSteel's ACN.

Alleasing also filed an application with the Court seeking declarations that the security interests had been validly registered and had not vested in OneSteel, or alternatively, that the time be extended for registration so that the later registrations were valid.

The result

The Court concluded that Alleasing's goods had vested in Onesteel and that the PPSR registrations were not only defective but also seriously misleading.

Why did the Court rule this way?

There are three key reasons why the Court ruled against Alleasing in this matter:

  1. Section 153 of the PPSA directs a secured party to its Regulations regarding what 'data' is needed in a financing statement when registering on PPSR if the property involved is not consumer property. Regulation 5.5 and Schedule 1 at 1.3 specify that the ACN is required for a corporate grantor who is not a trustee of a trust with an ABN.
  2. The failure to include OneSteel's ACN meant that the registration contained a seriously misleading defect in the data because of the terms of Section 164(1)(a) of the PPSA, rendering it ineffective. Furthermore, it was unnecessary to prove that anyone was actually misled by it. While a searcher can use computer-to computer interface for their searches (for instance, through a business-to-government (B2G) provider), these searches use multiple criteria - not a single permitted search criteria such as the ACN. A direct search of the PPSR database by reference to searchable data - the ACN – would not have revealed the registration, leading a searcher to think that it did exist. His Honour cited the New Zealand case of Polymers International Ltd v Toon [2013] NZHC 1897 with approval on this point.
  3. In addition, Section 165 of the PPSA refers to particular defects in registration. Section 165(b) covers collateral that isn't required to be described by serial number in the PPSR. It provides that there is a defect if a PPSR search referencing only the grantor's details (as per the details required by the Regulations to be included) doesn't disclose the registration.

While Alleasing also sought orders extending time for registration in an attempt to use their second round of registrations to solve the problem with their first lot, their argument was unsuccessful, as was a purported challenge to the vesting provisions of the PPSA on a constitutional basis.

The lesson

It is imperative that staff engaged in the registration process are trained in the data required to complete an effective financing statement. If you are using a third party B2G provider to do your registrations you need to satisfy yourself that the provider is registering using the correct data for the type of grantor you're dealing with, bearing in mind that the provider can only go on accurate information provided to them.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on

Click to Login as an existing user or Register so you can print this article.

Some comments from our readers…
“The articles are extremely timely and highly applicable”
“I often find critical information not available elsewhere”
“As in-house counsel, Mondaq’s service is of great value”

Up-coming Events Search
Font Size:
Mondaq on Twitter
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
Email Address
Company Name
Confirm Password
Mondaq Topics -- Select your Interests
 Law Performance
 Law Practice
 Media & IT
 Real Estate
 Wealth Mgt
Asia Pacific
European Union
Latin America
Middle East
United States
Worldwide Updates
Check to state you have read and
agree to our Terms and Conditions

Terms & Conditions and Privacy Statement (the Website) is owned and managed by Mondaq Ltd and as a user you are granted a non-exclusive, revocable license to access the Website under its terms and conditions of use. Your use of the Website constitutes your agreement to the following terms and conditions of use. Mondaq Ltd may terminate your use of the Website if you are in breach of these terms and conditions or if Mondaq Ltd decides to terminate your license of use for whatever reason.

Use of

You may use the Website but are required to register as a user if you wish to read the full text of the content and articles available (the Content). You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these terms & conditions or with the prior written consent of Mondaq Ltd. You may not use electronic or other means to extract details or information about’s content, users or contributors in order to offer them any services or products which compete directly or indirectly with Mondaq Ltd’s services and products.


Mondaq Ltd and/or its respective suppliers make no representations about the suitability of the information contained in the documents and related graphics published on this server for any purpose. All such documents and related graphics are provided "as is" without warranty of any kind. Mondaq Ltd and/or its respective suppliers hereby disclaim all warranties and conditions with regard to this information, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. In no event shall Mondaq Ltd and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of information available from this server.

The documents and related graphics published on this server could include technical inaccuracies or typographical errors. Changes are periodically added to the information herein. Mondaq Ltd and/or its respective suppliers may make improvements and/or changes in the product(s) and/or the program(s) described herein at any time.


Mondaq Ltd requires you to register and provide information that personally identifies you, including what sort of information you are interested in, for three primary purposes:

  • To allow you to personalize the Mondaq websites you are visiting.
  • To enable features such as password reminder, newsletter alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our information providers who provide information free for your use.

Mondaq (and its affiliate sites) do not sell or provide your details to third parties other than information providers. The reason we provide our information providers with this information is so that they can measure the response their articles are receiving and provide you with information about their products and services.

If you do not want us to provide your name and email address you may opt out by clicking here .

If you do not wish to receive any future announcements of products and services offered by Mondaq by clicking here .

Information Collection and Use

We require site users to register with Mondaq (and its affiliate sites) to view the free information on the site. We also collect information from our users at several different points on the websites: this is so that we can customise the sites according to individual usage, provide 'session-aware' functionality, and ensure that content is acquired and developed appropriately. This gives us an overall picture of our user profiles, which in turn shows to our Editorial Contributors the type of person they are reaching by posting articles on Mondaq (and its affiliate sites) – meaning more free content for registered users.

We are only able to provide the material on the Mondaq (and its affiliate sites) site free to site visitors because we can pass on information about the pages that users are viewing and the personal information users provide to us (e.g. email addresses) to reputable contributing firms such as law firms who author those pages. We do not sell or rent information to anyone else other than the authors of those pages, who may change from time to time. Should you wish us not to disclose your details to any of these parties, please tick the box above or tick the box marked "Opt out of Registration Information Disclosure" on the Your Profile page. We and our author organisations may only contact you via email or other means if you allow us to do so. Users can opt out of contact when they register on the site, or send an email to with “no disclosure” in the subject heading

Mondaq News Alerts

In order to receive Mondaq News Alerts, users have to complete a separate registration form. This is a personalised service where users choose regions and topics of interest and we send it only to those users who have requested it. Users can stop receiving these Alerts by going to the Mondaq News Alerts page and deselecting all interest areas. In the same way users can amend their personal preferences to add or remove subject areas.


A cookie is a small text file written to a user’s hard drive that contains an identifying user number. The cookies do not contain any personal information about users. We use the cookie so users do not have to log in every time they use the service and the cookie will automatically expire if you do not visit the Mondaq website (or its affiliate sites) for 12 months. We also use the cookie to personalise a user's experience of the site (for example to show information specific to a user's region). As the Mondaq sites are fully personalised and cookies are essential to its core technology the site will function unpredictably with browsers that do not support cookies - or where cookies are disabled (in these circumstances we advise you to attempt to locate the information you require elsewhere on the web). However if you are concerned about the presence of a Mondaq cookie on your machine you can also choose to expire the cookie immediately (remove it) by selecting the 'Log Off' menu option as the last thing you do when you use the site.

Some of our business partners may use cookies on our site (for example, advertisers). However, we have no access to or control over these cookies and we are not aware of any at present that do so.

Log Files

We use IP addresses to analyse trends, administer the site, track movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information.


This web site contains links to other sites. Please be aware that Mondaq (or its affiliate sites) are not responsible for the privacy practices of such other sites. We encourage our users to be aware when they leave our site and to read the privacy statements of these third party sites. This privacy statement applies solely to information collected by this Web site.

Surveys & Contests

From time-to-time our site requests information from users via surveys or contests. Participation in these surveys or contests is completely voluntary and the user therefore has a choice whether or not to disclose any information requested. Information requested may include contact information (such as name and delivery address), and demographic information (such as postcode, age level). Contact information will be used to notify the winners and award prizes. Survey information will be used for purposes of monitoring or improving the functionality of the site.


If a user elects to use our referral service for informing a friend about our site, we ask them for the friend’s name and email address. Mondaq stores this information and may contact the friend to invite them to register with Mondaq, but they will not be contacted more than once. The friend may contact Mondaq to request the removal of this information from our database.


This website takes every reasonable precaution to protect our users’ information. When users submit sensitive information via the website, your information is protected using firewalls and other security technology. If you have any questions about the security at our website, you can send an email to

Correcting/Updating Personal Information

If a user’s personally identifiable information changes (such as postcode), or if a user no longer desires our service, we will endeavour to provide a way to correct, update or remove that user’s personal data provided to us. This can usually be done at the “Your Profile” page or by sending an email to

Notification of Changes

If we decide to change our Terms & Conditions or Privacy Policy, we will post those changes on our site so our users are always aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it. If at any point we decide to use personally identifiable information in a manner different from that stated at the time it was collected, we will notify users by way of an email. Users will have a choice as to whether or not we use their information in this different manner. We will use information in accordance with the privacy policy under which the information was collected.

How to contact Mondaq

You can contact us with comments or queries at

If for some reason you believe Mondaq Ltd. has not adhered to these principles, please notify us by e-mail at and we will use commercially reasonable efforts to determine and correct the problem promptly.