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Zenith Freight, Inc. (Debtor) borrows PHP 3,200,000 from Pacifica National Bank (Creditor) to finance expansion of its delivery fleet. To secure the loan, Debtor signs a Security Agreement describing collateral as: “six (6) delivery vans, six (6) trailers, and related equipment used in Debtor’s parcel delivery operations, present and after-acquired, including all accessions and proceeds.” The instrument is delivered to Creditor and purportedly authenticated by Debtor’s Chief Financial Officer (CFO). Debtor’s by-laws require that for security interests in assets above PHP 2,500,000, Board of Directors authorization is required and must be signed by the President or an approved signatory; there is no Board resolution authorizing the CFO to sign on behalf of Debtor for loans of this size. Debtor continues to operate; Creditor disburses funds; there are no other security interests. (a) Identify the essential elements for creation/attachment of a security interest under RA 11057. (b) Based on the facts, did attachment occur? Explain with reasons. (c) If attachment did not occur, what steps could Creditor take to create a valid security interest in the collateral?

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Clara

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