Article 9 of the Uniform Commercial Code ("UCC"), governing secured transactions, was recently revised, changing the way in which nonpossessory security interests are perfected.' All fifty states have approved the revision, which became effective in most states as of July 1, 2001. The changes affect foreign debtors differently depending upon whether their laws are compatible with revised Article 9. Given the sizeable amount of money that US banks loan to UK banks and corporations, English secured transactions law is particularly significant. This paper focuses on the incompatibility of English law with revised Article 9. The paper first examines the basics of where to file financing statements in order to perfect nonpossessory security interests under revised Article 9, contrasting the simplicity of determining the location of US debtors with the complexity of determining the location of foreign debtors. The paper then examines English law for compatibility with Article 9, because compatibility affects the method of determining the location of English debtors. Both practical incompatibility under current English law and possible conceptual incompatibility under future English law are considered. Finally, the paper highlights why filing must take place in the District of Columbia, notwithstanding the potential risks if a duplicate filing is not made in England.
Goldsberry, Jeanette L.
"Perfection of Nonpossessory Security Interests Under Revised Aritcle 9: Consequences of the Practical and Conceptual Incompatibility of US and English Secured Transactions Law,"
Chicago Journal of International Law:
1, Article 21.
Available at: http://chicagounbound.uchicago.edu/cjil/vol3/iss1/21