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

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

What the debenture saysWhat it means for further borrowingNot this
Standard all-assets wording, no exclusion scheduleGenuinely everything is charged; headroom depends on asset value and any negative pledgeAssuming a plain debenture is somehow narrower
A schedule excludes specific assets (e.g. leased equipment)Those assets may be free to charge to a new lenderAssuming "all-assets" leaves nothing free
Multiple lenders, overlapping scopeRanking is settled by an intercreditor agreement or deed of priority, not the debenture wording aloneAssuming the first debenture automatically covers everything forever

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

Adam Parker

Founder of Muswell Rose Consulting Ltd, which trades as Established Finance · former Managing Director of Penny, an invoice finance business, with 15+ years across mortgages, commercial finance and fintech lending.

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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.