Several States Introduce the 2010 Amendments to UCC Article 9

The following states have recently introduced the 2010 amendments to UCC Article 9:

Oregon
Pennsylvania
West Virginia
Hawaii
Oklahoma
South Dakota
Kentucky

Oregon
The Oregon House introduced a bill on Thursday, January 26, 2012 to enact the 2010
Amendments to U.C.C. Article 9. House Bill 4035 adopts the Alternative B safe harbor
approach for individual debtor name sufficiency in Section 9-503(a)(4). The bill also provides
the uniform effective date of July 1, 2013. Section 9-521, as introduced, does not provide
images of the safe harbor forms. Instead it incorporates by reference the form versions approved
by the Uniform Law Commission and International Association of Commercial Administrators.
There are no significant non-uniform departures from the official text of the 2010 Amendments.

As with any proposed law, HB 4035 may be amended at any point during the legislative process.
CSC will continue to provide updates of any significant developments with all state Article 9
legislation.

Pennsylvania
The Pennsylvania House introduced legislation on Thursday, January 26, 2012 to enact the 2010
Amendments to U.C.C. Article 9. The full text of House Bill 2159 is not available yet.
However, the bill is expected to adopt the Alternative A “Only If” approach for individual debtor
name sufficiency in Section 9-503(a)(4).

CSC will provide more information on HB 2159 when it becomes available, as well as any other
significant developments with all state Article 9 legislation.

West Virginia
The West Virginia Legislature introduced bills to enact the 2010 Amendments to U.C.C. Article
9 on Friday, January 20, 2012. The bills, Senate Bill 374 and House Bill 4152, are identical.
Both bills adopt the Alternative A “Only If” approach for individual debtor name sufficiency in
Section 9-503(a)(4). If enacted, the law will take effect on the uniform effective date of July 1,
2013.

Curiously, the West Virginia bills omitted any changes to Section 9-521. Current W.Va. Code §
46-9-521 incorporates images of the 1998 form versions set forth in the official text of Revised
Article 9. If the bills are enacted as currently drafted, then the 1998 versions would remain the
safe harbor forms. However, filing offices are free to adopt other form versions, including those
approved for the 2010 Amendments.

Both bills include some minor, non-substantive departures from the official text of the 2010
Amendments. The text may be amended during the legislative process, so CSC will continue to
provide updates of any significant developments with these bills and all state Article 9
legislation.

Hawaii
The Hawaii House introduced legislation on Friday, January 20, 2012 to enact the 2010
Amendments to U.C.C. Article 9. House Bill 2162 adopts the Alternative A “Only If” approach
for individual debtor name sufficiency in Section 9-503(a)(4). Section 9-521 sets forth the text
of the safe harbor forms, but does not incorporate images. If enacted, the law will take effect on
the uniform effective date of July 1, 2013.

House Bill 2162 did not include any significant non-uniform departures from the official text of
the 2010 Amendments. However, as with any proposed law, that could change through
amendments at any point during the legislative process. CSC will continue to provide updates of
any significant developments with all state Article 9 legislation.

Oklahoma
The Oklahoma Senate introduced legislation on Wednesday, January 18, 2012 to enact the 2010
Amendments to U.C.C. Article 9. Last year, the Oklahoma Legislature introduced similar
legislation in both the house and senate, but neither bill made it out of committee.

Senate Bill 1219 adopts the Alternative A “Only If” approach for individual debtor name
sufficiency in Section 9-503(a)(4). The bill also provides the uniform effective date of July 1,
2013. Section 9-521 does not provide images of the safe harbor forms. Instead it provides text
of the form fields. There are no significant non-uniform departures from the official text of the
2010 Amendments.

As with any proposed law, SB 1219 may be amended at any point during the legislative process.
CSC will continue to provide updates of any significant developments with all state Article 9
legislation.

South Dakota
South Dakota introduced the 2010 Amendments to Article 9 when House Bill 1059 was filed on Friday, January 13, 2012. The bill adopts the Alternative A “Only If” approach for individual debtor name sufficiency in Section 9-503(a)(4). Section 9-521 provides images of the approved forms set forth in the official text of the 2010 Amendments. The bill also follows the uniform effective date of July 1, 2013.

Their bill contains no significant non-uniform departures from the official text of the 2010
Amendments. However, it does retain a significant non-uniform provision South Dakota
adopted as part of Revised Article 9. Under current Section 57A-9-502(a)(1), a financing
statement is sufficient only if it provides an individual debtor’s social security number or the IRS
tax identification number. As introduced, HB 1059 retains the non-uniform language of Section
57A-9-502(a)(1), leaving South Dakota as the only state that requires UCC records to provide the social security number of an individual debtor.

As with any proposed law, HB 1059 may be amended at any point during the legislative process.
CSC will continue to provide updates of any significant developments with all state Article 9
legislation.

Kentucky
The Kentucky legislation introduced Senate Bill 97 on January 11, 2012 to adopt the 2010
Amendments to UCC Article 9. The legislature passed the 2010 Amendments last year, but the
governor vetoed the legislation over sections of the bill unrelated to Article 9.

Senate Bill 97 adopts the Alternative A “Only If” approach for individual debtor name
sufficiency in Section 9-503(a)(4). The bill also provides the uniform effective date of July 1,
2013. The bill drafting systems used by some states, including Kentucky cannot incorporate
images into bill drafts. Consequently, Section 9-521 does not contain either the text or images of
the safe harbor forms. Instead, Section 9-521 accomplishes the same end by providing that filing
offices must accept written records in the form and format set forth in the official text of the
2010 Amendments.

There are few non-uniform departures from the official text of the 2010 Amendments in SB 97.
However, there are some significant additions designed to address the problem of fraudulent
financing statements. New Section 9-513A provides remedies for a current and former public
official who is named as a debtor on a financing statement filed to harass, hinder or defraud the
person. New Section 9-516A grants the filing office discretion to reject a UCC record if it
appears that the filer was not authorized under Section 9-509 and other conditions are met. Both
Section 9-513A and Section 9-516A provide the secured party with expedited administrative and
judicial review of adverse filing office decisions. Finally, Section 9-518 substantially adopts the
official text of the 2010 Amendments, but retains a non-uniform provision that gives effect to an
information statement if it was filed by a bank or its subsidiary.

As with any proposed law, SB 97 may be amended at any point during the legislative process.
CSC will continue to provide updates of any significant developments with all state Article 9
legislation.

For more information, please contact Paul Hodnefield, Associate General Counsel, at phodnefi@cscinfo.com or 800-927-9801, ext. 2375.

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CSC® Publishing

CSC® Publishing, in collaboration with LexisNexis® Matthew Bender®, is pleased to announce this month’s release of the 2012 Edition of Illinois Laws Governing Business Entities. The 2012 Edition is updated through Public Act 97-650.

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California 2012

Another recent release is the 2012 Edition of California Laws Governing Business Entities. NOTE! This valuable resource is the only case-annotated deskbook available for the state of California.

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Maryland and the District of Columbia

The  2011 Edition of Maryland and the District of Columbia Laws Governing Business Entities was also released in recent months. This Edition includes the entire newly revised and reenacted District of Columbia Business Corporation Act, as well as amendments to the Maryland General Corporation Law relating to benefit limited liability corporations, business combinations, dissolution, and other provisions.
 
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Florida

Another new release is the 2011 Edition of Florida Laws Governing Business Entities. The 2011 Edition features more than 25 legislative changes incorporating amendments through the end of the 2011 Session. Provisions impacted by the 2011 Session include:

• Service on corporations and agents
• Corporate taxes
• Tax credits

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