Title 28, Commercial Instruments and Transactions. [Enacted title]

(a) A securities intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity corresponding to the aggregate of all security entitlements it has established in favor of its entitlement holders with respect to that financial asset. The securities inte…

(a) A securities intermediary shall take action to obtain a payment or distribution made by the issuer of a financial asset. A securities intermediary satisfies the duty if: (1) The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and…

A securities intermediary shall exercise rights with respect to a financial asset if directed to do so by an entitlement holder. A securities intermediary satisfies the duty if: (1) The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder…

(a) A securities intermediary shall comply with an entitlement order if the entitlement order is originated by the appropriate person, the securities intermediary has had reasonable opportunity to assure itself that the entitlement order is genuine and authorized, and the securit…

A securities intermediary shall act at the direction of an entitlement holder to change a security entitlement into another available form of holding for which the entitlement holder is eligible, or to cause the financial asset to be transferred to a securities account of the ent…

(a) If the substance of a duty imposed upon a securities intermediary by §§ 28:8-504 through 28:8-508 is the subject of other statute, regulation, or rule, compliance with that statute, regulation, or rule satisfies the duty. (b) To the extent that specific standards for the perf…

(a) In a case not covered by the priority rules in Article 9 or the rules stated in subsection (c), an action based on an adverse claim to a financial asset or security entitlement, whether framed in conversion, replevin, constructive trust, equitable lien, or other theory, may n…

(a) Except as otherwise provided in subsections (b) and (c) of this section, if a securities intermediary does not have sufficient interests in a particular financial asset to satisfy both its obligations to entitlement holders who have security entitlements to that financial ass…

(a) This article does not affect an action or proceeding commenced before this subtitle takes effect. (b) If a security interest in a security is perfected at the date this subtitle takes effect, and the action by which the security interest was perfected would suffice to perfect…

This article may be cited as Uniform Commercial Code—Secured Transactions.

(a) In this article: (1) “Accession” means goods that are physically united with other goods in such a manner that the identity of the original goods is not lost. (2) "Account", except as used in "account for", "account statement", "account to", "commodity account" in paragraph (…

(a) In this section: (1) “Purchase-money collateral” means goods or software that secures a purchase-money obligation incurred with respect to that collateral; and (2) “Purchase-money obligation” means an obligation of an obligor incurred as all or part of the price of the collat…

(a) A secured party has control of a deposit account if: (1) The secured party is the bank with which the deposit account is maintained; (2) The debtor, secured party, and bank have agreed in a signed record that the bank will comply with instructions originated by the secured pa…

(a) A purchaser has control of an authoritative electronic copy of a record evidencing chattel paper if a system employed for evidencing the assignment of interests in the chattel paper reliably establishes the purchaser as the person to which the authoritative electronic copy wa…

(a) A person has control of electronic money if: (1) The electronic money, a record attached to or logically associated with the electronic money, or a system in which the electronic money is recorded gives the person: (A) Power to avail itself of substantially all the benefit fr…

(a) A person has control of a certificated security, uncertificated security, or security entitlement as provided in § 28:8-106. (b) A secured party has control of a commodity contract if: (1) The secured party is the commodity intermediary with which the commodity contract is ca…

A secured party has control of a letter-of-credit right to the extent of any right to payment or performance by the issuer or any nominated person if the issuer or nominated person has consented to an assignment of proceeds of the letter of credit under § 28:5-114(c) or otherwise…

(a) A secured party has control of a controllable electronic record as provided in § 28:12-105. (b) A secured party has control of a controllable account or controllable payment intangible if the secured party has control of the controllable electronic record that evidences the c…

(a) A person that has control under § 28:9-104, § 28:9-105, or § 28:9-105A is not required to acknowledge that it has control on behalf of another person. (b) If a person acknowledges that it has or will obtain control on behalf of another person, unless the person otherwise agre…

(a) Except as otherwise provided in subsections (c), (d), and (e), a description of personal or real property is sufficient, whether or not it is specific, if it reasonably identifies what is described. (b) Except as otherwise provided in subsection (d), a description of collater…

(a) Except as otherwise provided in subsections (c) and (d), this article applies to: (1) A transaction, regardless of its form, that creates a security interest in personal property or fixtures by contract; (2) An agricultural lien; (3) A sale of accounts, chattel paper, payment…

A security interest arising under § 28:2-401, 2 -505, 2 -711(3), or 2A-508(5) is subject to this article. However, until the debtor obtains possession of the goods: (1) The security interest is enforceable, even if § 28:9-203(b)(3) has not been satisfied; (2) Filing is not requir…

(a) Except as otherwise provided in Subtitle I of Title 28, a security agreement is effective according to its terms between the parties, against purchasers of the collateral, and against creditors. (b) A transaction subject to this article is subject to any applicable rule of la…

Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles, or promissory notes, the provisions of this article with regard to rights and obligations apply whether title to collateral is in the secured party or the debtor.

(a) A security interest attaches to collateral when it becomes enforceable against the debtor with respect to the collateral, unless an agreement expressly postpones the time of attachment. (b) Except as otherwise provided in subsections (c) through (i), a security interest is en…

(a) Except as otherwise provided in subsection (b), a security agreement may create or provide for a security interest in after-acquired collateral. (b) Subject to subsection (b-1) of this section, a security interest does not attach under a term constituting an after-acquired pr…

(a) A security interest is not invalid or fraudulent against creditors solely because: (1) The debtor has the right or ability to: (A) Use, commingle, or dispose of all or part of the collateral, including returned or repossessed goods; (B) Collect, compromise, enforce, or otherw…

(a) A security interest in favor of a securities intermediary attaches to a person’s security entitlement if: (1) The person buys a financial asset through the securities intermediary in a transaction in which the person is obligated to pay the purchase price to the securities in…

(a) Except as otherwise provided in subsection (d), a secured party shall use reasonable care in the custody and preservation of collateral in the secured party’s possession. In the case of chattel paper or an instrument, reasonable care includes taking necessary steps to preserv…

(a) This section applies to cases in which there is no outstanding secured obligation and the secured party is not committed to make advances, incur obligations, or otherwise give value. (b) Within 10 days after receiving a signed demand by the debtor: (1) A secured party having …

(a) Except as otherwise provided in subsection (c), this section applies if: (1) There is no outstanding secured obligation; and (2) The secured party is not committed to make advances, incur obligations, or otherwise give value. (b) Within 10 days after receiving a signed demand…

(a) In this section: (1) “Request” means a record of a type described in paragraph (2), (3), or (4). (2) “Request for an accounting” means a record signed by a debtor requesting that the recipient provide an accounting of the unpaid obligations secured by collateral and reasonabl…

Except as otherwise provided in §§ 28:9-303 through 28:9-306B, the following rules determine the law governing perfection, the effect of perfection or nonperfection, and the priority of a security interest in collateral: (1) Except as otherwise provided in this section, while a d…

While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of an agricultural lien on the farm products.

(a) This section applies to goods covered by a certificate of title, even if there is no other relationship between the jurisdiction under whose certificate of title the goods are covered and the goods or the debtor. (b) Goods become covered by a certificate of title when a valid…

(a) The local law of a bank’s jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a deposit account maintained with that bank, even if the transaction does not bear any relation to the bank's jurisdiction. (b) The…

(a) Except as otherwise provided in subsection (c), the following rules apply: (1) While a security certificate is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest …

(a) Subject to subsection (c), the local law of the issuer’s jurisdiction or a nominated person’s jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a letter-of-credit right if the issuer’s jurisdiction or nomina…

(a) Except as provided in subsection (d) of this section, if chattel paper is evidenced only by an authoritative electronic copy of the chattel paper or is evidenced by an authoritative electronic copy and an authoritative tangible copy, the local law of the chattel paper's juris…

(a) Except as provided in subsection (b) of this section, the local law of the controllable electronic record's jurisdiction specified in § 28:12-107(c) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a controllable electr…

(a) In this section, “place of business” means a place where a debtor conducts its affairs. (b) Except as otherwise provided in this section, the following rules determine a debtor’s location: (1) An debtor who is an individual is located at the individual’s principal residence. …

(a) Except as otherwise provided in this section and § 28:9-309, a security interest is perfected if it has attached and all of the applicable requirements for perfection in §§ 28:9-310 through 28:9-316 have been satisfied. A security interest is perfected when it attaches if the…

The following security interests are perfected when they attach: (1) A purchase-money security interest in consumer goods, except as otherwise provided in § 28:9-311(b) with respect to consumer goods that are subject to a statute or treaty described in § 28:9-311(a); (2) An assig…

(a) Except as otherwise provided in subsection (b) and § 28:9-312(b), a financing statement must be filed to perfect all security interests and agricultural liens. (b) The filing of a financing statement is not necessary to perfect a security interest: (1) That is perfected under…

(a) Except as otherwise provided in subsection (d), the filing of a financing statement is not necessary or effective to perfect a security interest in property subject to: (1) A statute, regulation, or treaty of the United States whose requirements for a security interest’s obta…

(a) A security interest in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, instruments, investment property, or negotiable documents may be perfected by filing. (b) Except as otherwise provided in § 28:9-315(c) and (d) for …