Reference
What "all assets" actually covers in a debenture
A lender asking for an all-assets debenture usually isn't asking for anything unusual. Most standard UK debentures already work this way by default, combining a fixed charge over specific assets with a floating charge over everything else the company owns. The label rarely tells you anything a plain debenture wouldn't already cover; what actually matters is what, if anything, has been carved out.
Recognition
Being asked for "an all-assets debenture" and wondering if that's unusually broad
It reads like a big ask when you first see the phrase. In practice, it's the default shape of a standard UK debenture, not an escalation. A lender using the plain word "debenture" and one specifying "all-assets debenture" are very often describing the same document.
What it actually contains
Two charges doing different jobs, over the same set of assets
- A fixed charge over specific, identifiable assets: freehold or leasehold property, plant and machinery, and sometimes registered intellectual property. The company can't deal with these without the lender's consent.
- A floating charge over everything else that changes in the ordinary course of business: stock, trade debtors, cash at bank. The company keeps trading normally with these until something triggers crystallisation (see charge crystallisation), at which point the floating charge fixes onto whatever's there at that moment.
Between the two, an all-assets debenture typically reaches contractual rights, insurance policies, book debts, and shares the company holds in subsidiaries, as well as the more obvious physical assets.
The question that actually matters: not "is this an all-assets debenture", but "what, if anything, has been carved out of it". A schedule of excluded assets changes what headroom is genuinely available for further borrowing far more than the all-assets label does either way.
Where this fits
Read it alongside the charge register and your borrowing plans
The register already tells you part of the answer. When a charge is registered, the statement of particulars has to say whether it contains a floating charge, whether that floating charge covers all the property and undertaking of the company, and whether its terms restrict further security ranking equally with or ahead of it (Companies Act 2006, section 859D).
See Company Charges Explained for how to read a registered charge in the first place, and borrowing with an existing debenture if the real question is whether an existing all-assets debenture blocks you from raising more finance.
Decision helper
Alternatives and limitations
The wording is a starting point, not the final answer
What a company can actually raise next also depends on real asset values, whether a negative pledge requires the existing lender's consent, and whether a second lender is willing to take a subordinated position. See borrowing with an existing debenture for the practical version of that question.
Is this affecting a new facility?
If an existing debenture is getting in the way of finance you're trying to arrange, tell us what's already in place and what you're trying to do.
Adam Parker
Founder of Muswell Rose Consulting Ltd, which trades as Established Finance · former Managing Director of Penny, an invoice finance business, working in mortgages, commercial finance and fintech lending since 2010 (career history).
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Common questions
Questions about this
What does an all-assets debenture actually cover?
In practice, everything of value the company owns: plant and equipment, stock, book debts and receivables, cash in its bank accounts, contractual rights, insurance policies, intellectual property, and shares it holds in other companies. Land and specific fixed assets sit under the fixed-charge element; the rest, the things a business needs to buy, sell and use day to day, sits under the floating element.
Is an 'all-assets debenture' different from a normal debenture?
Usually not. Most standard-form UK debentures are drafted as all-assets security by default, combining fixed and floating charges over everything the company owns. The phrase is mostly used to distinguish it from a debenture that deliberately excludes something, not to describe a rarer or stronger form of security.
Can a lender exclude certain assets from a debenture?
Yes. It's a negotiated point, not a fixed rule. A lender might carve out an asset already charged to someone else, one financed separately under its own agreement (a hire-purchase or asset-finance line, for example), or one the business specifically needs to keep unencumbered for a planned transaction. Read the schedule of excluded assets in the actual document, not just the headline description.