Revised Article 9, Securitization Transactions and the Bankruptcy Dynamic

Article 9 of the Uniform Commercial Code ("U.C.C.")1 is the law governing the creation, perfection, and enforcement of security interests in personal property. Originally enacted in 1960,2 Article 9 was substantially revised in 1972 in response to changes in commercial financing markets and practices. Since this last revision, there have been further changes, including technological advances, affecting commercial practice and custom. These changes have led the Permanent Editorial Board for the U.C.C. ("PEB") to recommend to the American Law Institute ("ALI") and the National Conference of Commissioners on Uniform State Laws ("NCCUSL") that Article 9, once again, be significantly revised. The stated reason for the current revisions is to ensure that Article 9 keeps pace with changes in commercial financing practices, thereby offering enhanced certainty to the commercial financing markets. Among the changes made to Article 9 are a collection of substantive revisions to the rules affecting a relatively new financing method, known as securitization.