The Limits of ‘Codified’ Secured Transactions Statutes: Why Does the Common Law Persist?
Date & Time: 26 February 2026 (Thursday), 6:00 – 7:00 PM Hong Kong Time
Venue: Academic Conference Room, 11/F, Cheng Yu Tung Tower, The University of Hong Kong
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Jurisdictions across the common law world have been adopting a new type of statute governing the law of secured transactions. Based on an approach pioneered in the United States, Personal Property Securities Acts have been enacted across Canada, New Zealand, and Australia. These statutes adopt a ‘substance over form’ approach, which entails regulating personal property security interests based upon their function rather than their common law form. Even within the sphere of operation of such statutes, however, the common law continues to have a strong influence.
In this seminar, I will show that this is inevitable. The common law provides the infrastructure upon which these Personal Property Securities Acts operate. It follows that it will often be necessary, and indeed desirable, to interpret them by reference to the common law, or to supplement their operation via common law principles which continue to operate around them. This does not undermine the statutory objective of promoting substance over form, but rather recognises its proper limits. Accepting this holds valuable lessons for how such statutes should operate. It also informs the ongoing debate as to whether such statutes should be enacted in other common law jurisdictions, such as the United Kingdom and Hong Kong, and how they should be drafted if so.
Adam Waldman is a Lecturer at the University of Sydney Law School. His field of research is private and commercial law, with a particular focus on the law of secured transactions, and the relationship between statute and the common law. Adam holds a Bachelor of Economics, a Bachelor of Laws, and a PhD in Law, from the University of Sydney. He has published in leading Australian law journals, and is currently working on a monograph examining the relationship between equity and the Personal Property Securities Act 2009 (Cth). Prior to his academic appointment, Adam worked at a boutique law firm, as a research assistant to counsel in chambers, and as a research assistant to a former Supreme Court judge.
Moderator: Michael Bridge KC (Hon), FBA, Emeritus Professor at both the Faculty of Law, National University of Singapore and the London School of Economics