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General Assembly Raised Bill No. 6970
January Session, 2025
LCO No. 4577
Referred to Committee on JUDICIARY
Introduced by:
(JUD)
AN ACT CONCERNING ADOPTION OF AMENDMENTS TO THE
UNIFORM COMMERCIAL CODE.
Be it enacted by the Senate and House of Representatives in General
Assembly convened:
Section 1. Subsection (b) of section 42a-1-201 of the general statutes is 1
repealed and the following is substituted in lieu thereof (Effective January 2
1, 2026): 3
(b) Subject to definitions contained in other articles of this title that 4
apply to particular articles or parts thereof, in this title: 5
(1) "Action", in the sense of a judicial proceeding, includes 6
recoupment, counterclaim, set-off, suit in equity and any other 7
proceeding in which rights are determined. 8
(2) "Aggrieved party" means a party entitled to pursue a remedy. 9
(3) "Agreement", as distinguished from "contract", means the bargain 10
of the parties in fact, as found in their language or inferred from other 11
circumstances, including course of performance, course of dealing or 12
usage of trade as provided in section 42a-1-303. 13
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(4) "Bank" means any person engaged in the business of banking and 14
includes a savings bank, savings and loan association, credit union and 15
trust company. 16
(5) "Bearer" means a person in control of a negotiable electronic 17
document of title or a person in possession of an instrument, a 18
negotiable tangible document of title, or a certificated security payable 19
to bearer or endorsed in blank. 20
(6) "Bill of lading" means a document of title evidencing the receipt of 21
goods for shipment issued by a person engaged in the business of 22
directly or indirectly transporting or forwarding goods. The term does 23
not include a warehouse receipt. 24
(7) "Branch" includes a separately incorporated foreign branch of a 25
bank. 26
(8) "Burden of establishing" a fact means the burden of persuading 27
the trier of fact that the existence of the fact is more probable than its 28
nonexistence. 29
(9) "Buyer in ordinary course of business" means a person that buys 30
goods in good faith, without knowledge that the sale violates the rights 31
of another person in the goods, and in the ordinary course from a 32
person, other than a pawnbroker, in the business of selling goods of that 33
kind. A person buys goods in the ordinary course if the sale to the 34
person comports with the usual or customary practices in the kind of 35
business in which the seller is engaged or with the seller's own usual or 36
customary practices. A person that sells oil, gas or other minerals at the 37
wellhead or minehead is a person in the business of selling goods of that 38
kind. A buyer in ordinary course of business may buy for cash, by 39
exchange of other property or on secured or unsecured credit, and may 40
acquire goods or documents of title under a preexisting contract for sale. 41
Only a buyer that takes possession of the goods or has a right to recover 42
the goods from the seller under article 2 may be a buyer in ordinary 43
course of business. "Buyer in ordinary course of business" does not 44
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include a person that acquires goods in a transfer in bulk or as security 45
for or in total or partial satisfaction of a money debt. 46
(10) "Conspicuous", with reference to a term, means so written, 47
displayed or presented that, based on the totality of the circumstances, 48
a reasonable person against which it is to operate ought to have noticed 49
it. Whether a term is "conspicuous" or not is a decision for the court. 50
[Conspicuous terms include the following: 51
(A) A heading in capitals equal to or greater in size than the 52
surrounding text, or in contrasting type, font or color to the surrounding 53
text of the same or lesser size; and 54
(B) Language in the body of a record or display in larger type than 55
the surrounding text, or in contrasting type, font or color to the 56
surrounding text of the same size, or set off from surrounding text of the 57
same size by symbols or other marks that call attention to the language.] 58
(11) "Consumer" means an individual who enters into a transaction 59
primarily for personal, family or household purposes. 60
(12) "Contract", as distinguished from "agreement", means the total 61
legal obligation that results from the parties' agreement as determined 62
by this title as supplemented by any other applicable laws. 63
(13) "Creditor" includes a general creditor, a secured creditor, a lien 64
creditor and any representative of creditors, including an assignee for 65
the benefit of creditors, a trustee in bankruptcy, a receiver in equity and 66
an executor or administrator of an insolvent debtor's or assignor's estate. 67
(14) "Defendant" includes a person in the position of defendant in a 68
counterclaim, cross-claim or third-party claim. 69
(15) "Delivery" with respect to an electronic document of title means 70
voluntary transfer of control and with respect to instruments, tangible 71
documents of title, or an authoritative tangible copy of a record 72
evidencing chattel paper, or certificated securities means voluntary 73
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transfer of possession. 74
(16) "Document of title" means a record (A) that in the regular course 75
of business or financing is treated as adequately evidencing that the 76
person in possession or control of the record is entitled to receive, 77
control, hold and dispose of the record and the goods the record covers, 78
and (B) that purports to be issued by or addressed to a bailee and to 79
cover goods in the bailee's possession which are either identified or are 80
fungible portions of an identified mass. The term includes a bill of 81
lading, transport document, dock warrant, dock receipt, warehouse 82
receipt and order for delivery of goods. An electronic document of title 83
means a document of title evidenced by a record consisting of 84
information stored in an electronic medium. A tangible document of 85
title means a document of title evidenced by a record consisting of 86
information that is inscribed on a tangible medium. 87
(17) "Electronic" means relating to technology having electrical, 88
digital, magnetic, wireless, optical, electromagnetic or similar 89
capabilities. 90
[(17)] (18) "Fault" means a default, breach or wrongful act or 91
omission. 92
[(18)] (19) "Fungible goods" means: 93
(A) Goods of which any unit, by nature or usage of trade, is the 94
equivalent of any other like unit; or 95
(B) Goods that by agreement are treated as equivalent. 96
[(19)] (20) "Genuine" means free of forgery or counterfeiting. 97
[(20)] (21) "Good faith" means honesty in fact and the observance of 98
reasonable commercial standards of fair dealing. 99
[(21)] (22) "Holder" means: 100
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(A) The person in possession of a negotiable instrument that is 101
payable either to bearer or to an identified person that is the person in 102
possession; 103
(B) The person in possession of a negotiable tangible document of title 104
if the goods are deliverable either to bearer or to the order of the person 105
in possession; or 106
(C) The person in control, other than pursuant to subsection (g) of 107
section 42a-7-106, as amended by this act, of a negotiable electronic 108
document of title. 109
[(22)] (23) "Insolvency proceeding" includes an assignment for the 110
benefit of creditors or other proceeding intended to liquidate or 111
rehabilitate the estate of the person involved. 112
[(23)] (24) "Insolvent" means: 113
(A) Having generally ceased to pay debts in the ordinary course of 114
business other than as a result of bona fide dispute; 115
(B) Being unable to pay debts as they become due; or 116
(C) Being insolvent within the meaning of federal bankruptcy law. 117
[(24)] (25) "Money" means a medium of exchange that is currently 118
authorized or adopted by a domestic or foreign government. The term 119
includes a monetary unit of account established by an 120
intergovernmental organization or by agreement between two or more 121
countries. "Money" does not include an electronic record that is a 122
medium of exchange recorded and transferable in a system that existed 123
and operated for the medium of exchange before the medium of 124
exchange was authorized or adopted by the government. 125
[(25)] (26) "Organization" means a person other than an individual. 126
[(26)] (27) "Party", as distinguished from "third party", means a 127
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person that has engaged in a transaction or made an agreement subject 128
to this title. 129
[(27)] (28) "Person" means an individual, corporation, business trust, 130
estate, trust, partnership, limited liability company, association, joint 131
venture, government, governmental subdivision, agency or 132
instrumentality, [public corporation] or any other legal or commercial 133
entity. "Person" includes a protected series, however denominated, of 134
an entity if the protected series is established under law other than title 135
42a that limits, or limits if conditions specified under the law are 136
satisfied, the ability of a creditor of the entity or of any other protected 137
series of the entity to satisfy a claim from assets of the protected series. 138
[(28)] (29) "Present value" means the amount as of a date certain of 139
one or more sums payable in the future, discounted to the date certain 140
by use of either an interest rate specified by the parties if that rate is not 141
manifestly unreasonable at the time the transaction is entered into or, if 142
an interest rate is not so specified, a commercially reasonable rate that 143
takes into account the facts and circumstances at the time the transaction 144
is entered into. 145
[(29)] (30) "Purchase" means taking by sale, lease, discount, 146
negotiation, mortgage, pledge, lien, security interest, issue or reissue, 147
gift or any other voluntary transaction creating an interest in property. 148
[(30)] (31) "Purchaser" means a person that takes by purchase. 149
[(31)] (32) "Record" means information that is inscribed on a tangible 150
medium or that is stored in an electronic or other medium and is 151
retrievable in perceivable form. 152
[(32)] (33) "Remedy" means any remedial right to which an aggrieved 153
party is entitled with or without resort to a tribunal. 154
[(33)] (34) "Representative" means a person empowered to act for 155
another, including an agent, an officer of a corporation or association, 156
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and a trustee, executor or administrator of an estate. 157
[(34)] (35) "Right" includes remedy. 158
[(35)] (36) "Security interest" means an interest in personal property 159
or fixtures which secures payment or performance of an obligation. 160
"Security interest" includes any interest of a consignor and a buyer of 161
accounts, chattel paper, a payment intangible or a promissory note in a 162
transaction that is subject to article 9, as amended by this act. "Security 163
interest" does not include the special property interest of a buyer of 164
goods on identification of such goods to a contract for sale under section 165
42a-2-401, but a buyer may also acquire a "security interest" by 166
complying with article 9, as amended by this act. Except as otherwise 167
provided in section 42a-2-505, the right of a seller or lessor of goods 168
under article 2 or 2A to retain or acquire possession of the goods is not 169
a "security interest", but a seller or lessor may also acquire a "security 170
interest" by complying with article 9, as amended by this act. The 171
retention or reservation of title by a seller of goods, notwithstanding 172
shipment or delivery to the buyer under section 42a-2-401, is limited in 173
effect to a reservation of a "security interest". Whether a transaction in 174
the form of a lease creates a "security interest" is determined pursuant 175
to section 42a-1-203. 176
[(36)] (37) "Send" in connection with a [writing, record or notice] 177
record or notifications means: 178
(A) To deposit in the mail, [or] deliver for transmission or transmit 179
by any other usual means of communication with postage or cost of 180
transmission provided for, [and properly addressed and, in the case of 181
an instrument, to an address specified thereon or otherwise agreed, or 182
if there be none] addressed to any address reasonable under the 183
circumstances; or 184
(B) [In any other way to cause to be received any record or notice 185
within the time it would have arrived if properly sent] To cause the 186
record or notification to be received within the time it would have been 187
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received if properly sent under subparagraph (A) of this subdivision. 188
[(37) "Signed" includes using any symbol executed or adopted with 189
present intention to adopt or accept a writing.] 190
(38) "Sign", "signed", "signing" or "signature" means, with present 191
intent to authenticate or adopt a record: 192
(A) Execute or adopt a tangible symbol; or 193
(B) Attach to or logically associate with the record an electronic 194
symbol, sound or process. 195
[(38)] (39) "State" means a state of the United States, the District of 196
Columbia, Puerto Rico, the United States Virgin Islands or any territory 197
or insular possession subject to the jurisdiction of the United States. 198
[(39)] (40) "Surety" includes a guarantor or other secondary obligor. 199
[(40)] (41) "Term" means a portion of an agreement that relates to a 200
particular matter. 201
[(41)] (42) "Unauthorized signature" means a signature made without 202
actual, implied, or apparent authority. The term includes a forgery. 203
[(42)] (43) "Warehouse receipt" means a document of title issued by a 204
person engaged in the business of storing goods for hire. 205
[(43)] (44) "Written" or "writing" includes printing, typewriting or any 206
other intentional reduction to tangible form. 207
Sec. 2. Section 42a-1-204 of the general statutes is repealed and the 208
following is substituted in lieu thereof (Effective January 1, 2026): 209
Except as otherwise provided in articles 3, 4 and 5, and sections 86 to 210
92, inclusive, of this act, a person gives value for rights if the person 211
acquires them: 212
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(1) In return for a binding commitment to extend credit or for the 213
extension of immediately available credit, whether or not drawn upon 214
and whether or not a charge-back is provided for in the event of 215
difficulties in collection; 216
(2) As security for, or in total or partial satisfaction of, a preexisting 217
claim; 218
(3) By accepting delivery under a preexisting contract for purchase; 219
or 220
(4) In return for any consideration sufficient to support a simple 221
contract. 222
Sec. 3. Subsection (b) of section 42a-1-301 of the general statutes is 223
repealed and the following is substituted in lieu thereof (Effective January 224
1, 2026): 225
(b) Where one of the following provisions of this title specifies the 226
applicable law, that provision governs and a contrary agreement is 227
effective only to the extent permitted by the law, including the conflict 228
of laws rules, so specified: 229
T1 Rights of creditors sold goods. Section 42a-2-402, as amended by this
act.
T2 Applicability of the article on leases. Sections 42a-2A-105 and 42a-2A-
106.
T3 Applicability of the article on bank deposits and collections. Section
42a-4-102.
T4 Governing law in the article on funds transfers. Section 42a-4A-507.
T5 Letters of credit. Section 42a-5-116, as amended by this act.
T6 Applicability of the article on investment securities. Section 42a-8-110,
as amended by this act.
T7 Law governing perfection, the effect of perfection or nonperfection
and the priority of security interests and agricultural liens. Sections
42a-9-301 to 42a-9-307, inclusive, as amended by this act.
T8 Law specifying the governing law for controllable electronic records.
Section 92 of this act.
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Sec. 4. Section 42a-1-306 of the general statutes is repealed and the 230
following is substituted in lieu thereof (Effective January 1, 2026): 231
A claim or right arising out of an alleged breach may be discharged 232
in whole or in part without consideration by agreement of the aggrieved 233
party in [an authenticated] a signed record. 234
Sec. 5. Section 42a-2-102 of the general statutes is repealed and the 235
following is substituted in lieu thereof (Effective January 1, 2026): 236
[Unless the context otherwise requires, this article applies to 237
transactions in goods; it does not apply to any transaction which 238
although in the form of an unconditional contract to sell or present sale 239
is intended to operate only as a security transaction nor does this article 240
impair or repeal any statute regulating sales to consumers, farmers or 241
other specified classes of buyers.] 242
(a) Unless the context otherwise requires, and except as provided in 243
subsection (c) of this section, this article applies to transactions in goods 244
and, in the case of a hybrid transaction, it applies to the extent provided 245
in subsection (b) of this section. 246
(b) In a hybrid transaction: 247
(1) If the sale of goods aspects do not predominate, only the 248
provisions of this article which relate primarily to the sale of goods 249
aspects of the transaction apply, and the provisions that relate primarily 250
to the transaction as a whole do not apply. 251
(2) If the sale of goods aspects predominate, this article applies to the 252
transaction but does not preclude application in appropriate 253
circumstances of other law to aspects of the transaction which do not 254
relate to the sale of goods. 255
(c) This article does not: 256
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(1) Apply to a transaction that, even though in the form of an 257
unconditional contract to sell or present sale, operates only to create a 258
security interest; or 259
(2) Impair or repeal a statute regulating sales to consumers, farmers 260
or other specified classes of buyers. 261
Sec. 6. Section 42a-2-106 of the general statutes is repealed and the 262
following is substituted in lieu thereof (Effective January 1, 2026): 263
(1) In this article unless the context otherwise requires "contract" and 264
"agreement" are limited to those relating to the present or future sale of 265
goods. "Contract for sale" includes both a present sale of goods and a 266
contract to sell goods at a future time. A "sale" consists in the passing of 267
title from the seller to the buyer for a price as provided by section 42a-268
2-401. A "present sale" means a sale which is accomplished by the 269
making of the contract. 270
(2) Goods or conduct including any part of a performance are 271
"conforming" or conform to the contract when they are in accordance 272
with the obligations under the contract. 273
(3) "Termination" occurs when either party pursuant to a power 274
created by agreement or law puts an end to the contract otherwise than 275
for its breach. On "termination" all obligations which are still executory 276
on both sides are discharged but any right based on prior breach or 277
performance survives. 278
(4) "Cancellation" occurs when either party puts an end to the 279
contract for breach by the other and its effect is the same as that of 280
"termination" except that the cancelling party also retains any remedy 281
for breach of the whole contract or any unperformed balance. 282
(5) "Hybrid transaction" means a single transaction involving a sale 283
of goods and: 284
(a) The provision of services; 285
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(b) A lease of other goods; or 286
(c) A sale, lease or license of property other than goods. 287
Sec. 7. Section 42a-2-201 of the general statutes is repealed and the 288
following is substituted in lieu thereof (Effective January 1, 2026): 289
(1) Except as otherwise provided in this section, a contract for the sale 290
of goods for the price of five hundred dollars or more is not enforceable 291
by way of action or defense unless there is [some writing] a record 292
sufficient to indicate that a contract for sale has been made between the 293
parties and signed by the party against whom enforcement is sought or 294
by his authorized agent or broker. A [writing] record is not insufficient 295
because it omits or incorrectly states a term agreed upon but the contract 296
is not enforceable under this [paragraph] subsection beyond the 297
quantity of goods shown in [such writing] the record. 298
(2) Between merchants if within a reasonable time a [writing] record 299
in confirmation of the contract and sufficient against the sender is 300
received and the party receiving it has reason to know its contents, it 301
satisfies the requirements of subsection (1) of this section against [such] 302
the party unless written notice in a record of objection to its contents is 303
given within ten days after it is received. 304
(3) A contract which does not satisfy the requirements of subsection 305
(1) of this section but which is valid in other respects is enforceable (a) 306
if the goods are to be specially manufactured for the buyer and are not 307
suitable for sale to others in the ordinary course of the seller's business 308
and the seller, before notice of repudiation is received and under 309
circumstances which reasonably indicate that the goods are for the 310
buyer, has made either a substantial beginning of their manufacture or 311
commitments for their procurement; or (b) if the party against whom 312
enforcement is sought admits in [his] the party's pleading, testimony or 313
otherwise in court that a contract for sale was made, but the contract is 314
not enforceable under this provision beyond the quantity of goods 315
admitted; or (c) with respect to goods for which payment has been made 316
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and accepted or which have been received and accepted as provided by 317
section 42a-2-606. 318
Sec. 8. Section 42a-2-202 of the general statutes is repealed and the 319
following is substituted in lieu thereof (Effective January 1, 2026): 320
Terms with respect to which the confirmatory memoranda of the 321
parties agree or which are otherwise set forth in a [writing] record 322
intended by the parties as a final expression of their agreement with 323
respect to such terms as are included therein may not be contradicted 324
by evidence of any prior agreement or of a contemporaneous oral 325
agreement but may be explained or supplemented (a) by course of 326
performance, course of dealing or usage of trade as provided by section 327
42a-1-303; and (b) by evidence of consistent additional terms unless the 328
court finds the [writing] record to have been intended also as a complete 329
and exclusive statement of the terms of the agreement. 330
Sec. 9. Section 42a-2-203 of the general statutes is repealed and the 331
following is substituted in lieu thereof (Effective January 1, 2026): 332
The affixing of a seal to a [writing] record evidencing a contract for 333
sale or an offer to buy or sell goods does not constitute the [writing] 334
record a sealed instrument and the law with respect to sealed 335
instruments does not apply to such a contract or offer. 336
Sec. 10. Section 42a-2-205 of the general statutes is repealed and the 337
following is substituted in lieu thereof (Effective January 1, 2026): 338
An offer by a merchant to buy or sell goods in a signed [writing] 339
record which by its terms gives assurance that it will be held open is not 340
revocable, for lack of consideration, during the time stated or if no time 341
is stated for a reasonable time, but in no event may such period of 342
irrevocability exceed three months; but any such term of assurance on a 343
form supplied by the offeree must be separately signed by the offeror. 344
Sec. 11. Subsection (2) of section 42a-2-209 of the general statutes is 345
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repealed and the following is substituted in lieu thereof (Effective January 346
1, 2026): 347
(2) A signed agreement which excludes modification or rescission 348
except by a signed writing or other signed record cannot be otherwise 349
modified or rescinded, but except as between merchants such a 350
requirement on a form supplied by the merchant must be separately 351
signed by the other party. 352
Sec. 12. Subsections (a) and (b) of section 42a-2A-102 of the general 353
statutes are repealed and the following is substituted in lieu thereof 354
(Effective January 1, 2026): 355
(a) In this article: 356
(1) "Authenticate" means: 357
(A) To sign; or 358
(B) To execute or otherwise adopt a symbol, or encrypt or similarly 359
process a record in whole or in part, with the present intent of the 360
authenticating person to identify the person and adopt or accept a 361
record. 362
(2) "Cancellation" means an act by either party which ends a lease 363
contract because of a default by the other party. 364
(3) "Commercial unit" means a unit of goods which by commercial 365
usage is a single whole for purposes of lease and whose division 366
materially impairs its character or value in the relevant market or in use. 367
A commercial unit may be a single article, such as a machine; a set of 368
articles, such as a suite of furniture or a line of machinery; a quantity, 369
such as a gross or carload; or any other unit treated in use or in the 370
relevant market as a single whole. 371
(4) "Computer" means an electronic device that can perform 372
substantial computations, including numerous arithmetic operations or 373
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logic operations, without human intervention during the computation 374
or operation. 375
(5) "Conforming" goods or conduct under a lease contract means 376
goods or performance that are in accordance with the obligations under 377
the contract. 378
(6) "Conspicuous", with reference to a term, means so written, 379
displayed or otherwise presented that a reasonable person against 380
which it is to operate ought to have noticed it. A term in an electronic 381
record intended to evoke a response by an electronic agent is 382
conspicuous if it is presented in a form that would enable a reasonably 383
configured electronic agent to take it into account or react without 384
review of the record by an individual. Conspicuous terms include the 385
following: 386
(A) With respect to a person: 387
(i) A heading in capitals in a size equal to or greater than, or in 388
contrasting type, font or color to, the surrounding text; 389
(ii) Language in the body of a record or display in larger or other 390
contrasting type, font or color or set off from the surrounding text by 391
symbols or other marks that call attention to the language; and 392
(iii) A term prominently referenced in an electronic record or display 393
which is readily accessible and reviewable from the record or display; 394
and 395
(B) With respect to a person or an electronic agent, a term or reference 396
to a term that is so placed in a record or display that the person or 397
electronic agent can not proceed without taking some action with 398
respect to the term or reference. 399
(7) "Consumer" means an individual who leases or contracts to lease 400
goods that, at the time of contracting, are intended by the individual to 401
be used primarily for personal, family or household purposes. Personal, 402
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family or household use does not include professional or commercial 403
purposes, including agriculture, business management and investment 404
management, other than management of the individual's personal or 405
family investments. 406
(8) "Consumer lease" means a lease between a merchant lessor and a 407
consumer. 408
(9) "Delivery" means the voluntary transfer of physical possession or 409
control of goods. 410
(10) "Electronic" means relating to technology having electrical, 411
digital, magnetic, wireless, optical or electromagnetic capabilities or 412
similar capabilities. 413
(11) "Electronic agent" means a computer program or electronic or 414
other automated means used to initiate an action or to respond to 415
electronic messages or performances without intervention by an 416
individual at the time of the action or response. 417
(12) "Electronic message" means an electronic record or display 418
stored, generated or transmitted by electronic means for purposes of 419
communication to another person or electronic agent. 420
(13) "Electronic event" means an electronic authentication, message, 421
record or performance. 422
(14) "Finance lease" means a lease with respect to which: 423
(A) The lessor does not select, manufacture or supply the goods; 424
(B) The lessor acquires the goods or the right to possession and use of 425
the goods in connection with the lease or, in the case of goods that have 426
been leased previously by the lessor and are not being leased to a 427
consumer, in connection with another lease; and 428
(C) One of the following occurs: 429
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(i) The lessee receives a copy of the agreement by which the lessor 430
acquired, or proposes to acquire, the goods or the right to possession 431
and use of the goods before authenticating the lease agreement; 432
(ii) The lessee's approval of the agreement or of the general 433
contractual terms under which the lessor acquired or proposes to 434
acquire the goods or the right to possession and use of the goods is a 435
condition to the effectiveness of the lease contract; 436
(iii) The lessee, before authenticating the lease agreement, receives an 437
accurate and complete statement designating the promises and 438
warranties, and any disclaimers of warranties, limitations or 439
modifications of remedies, or liquidated damages, including those of a 440
third party, such as the manufacturer of the goods, provided to the 441
lessor by the person supplying the goods in connection with or as part 442
of the contract by which the lessor acquired the goods or the right to 443
possession and use of the goods; or 444
(iv) If the lease is not a consumer lease, before the lessee authenticates 445
the lease agreement, the lessor informs the lessee in writing: 446
(I) Of the identity of the person supplying the goods to the lessor, 447
unless the lessee has selected such person and directed the lessor to 448
acquire the goods or the right to possession and use of the goods from 449
such person; 450
(II) That the lessee is entitled under this article to the promises and 451
warranties, including those of any third party, provided to the lessor by 452
the person supplying the goods in connection with or as part of the 453
contract by which the lessor acquired the goods or the right to 454
possession and use of the goods; and 455
(III) That the lessee may communicate with the person supplying the 456
goods to the lessor and receive an accurate and complete statement of 457
such promises and warranties, including any disclaimers and 458
limitations of such promises and warranties, or a statement of remedies. 459
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(15) "Goods" means all things that are movable at the time of 460
identification to a lease contract or that are fixtures. The term includes 461
the unborn young of animals. The term does not include money in 462
which the rent is to be paid, the subject of foreign exchange transactions, 463
documents, letters of credit, instruments, investment property, 464
accounts, chattel paper or general intangibles, payment intangibles or 465
minerals, or the like, including oil and gas, before extraction. 466
(16) "Hybrid lease" means a single transaction involving a lease of 467
goods and: 468
(A) The provision of services; 469
(B) A sale of other goods; or 470
(C) A sale, lease or license of property other than goods. 471
[(16)] (17) "Information processing system" means an electronic 472
system for creating, generating, sending, receiving, storing, displaying 473
or processing information. 474
[(17)] (18) "Lease" means the transfer of the right to possession and 475
use of goods for a period in return for consideration. The term includes 476
a sublease unless the context clearly indicates otherwise. The term does 477
not include a sale, including a sale on approval or a sale or return, or 478
retention or creation of a security interest. 479
[(18)] (19) "Lease agreement" means the bargain, with respect to the 480
lease, of the lessor and the lessee in fact as found in their language or 481
inferred from other circumstances, including course of performance, 482
course of dealing, or usage of trade as provided in this article. The term 483
includes a sublease agreement unless the context clearly indicates 484
otherwise. 485
[(19)] (20) "Lease contract" means the total legal obligation resulting 486
from the lease agreement as affected by this article and other applicable 487
law. The term includes a sublease contract unless the context clearly 488
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indicates otherwise. 489
[(20)] (21) "Leasehold interest" means the interest of the lessor or the 490
lessee under a lease contract. 491
[(21)] (22) "Lessee" means a person that acquires the right to 492
possession and use of goods under a lease. The term includes a sublessee 493
unless the context clearly indicates otherwise. 494
[(22)] (23) "Lessee in ordinary course of business" means a person 495
that, in good faith and without knowledge that the person's lease is in 496
violation of ownership rights, a security interest or a leasehold interest 497
of a third party in the goods, leases in the ordinary course from a person 498
in the business of selling or leasing goods of that kind for cash or by 499
exchange of other property or on secured or unsecured credit, including 500
acquiring goods or documents of title under a preexisting lease contract, 501
but not including a transfer in bulk, or as security for or in total or partial 502
satisfaction of a money debt. The term does not include a pawnbroker. 503
[(23)] (24) "Lessor" means a person that transfers the right to 504
possession and use of goods under a lease. The term includes a sublessor 505
unless the context clearly indicates otherwise. 506
[(24)] (25) "Lessor's residual interest" means the lessor's interest in 507
goods after expiration, termination or cancellation of a lease contract. 508
[(25)] (26) "Lien" means a charge against or interest in goods to secure 509
payment of a debt or performance of an obligation. The term does not 510
include a security interest. 511
[(26)] (27) "Lot" means a parcel or single article that is the subject 512
matter of a separate lease or delivery, whether or not it is sufficient to 513
perform the lease contract. 514
[(27)] (28) "Merchant lessee" means a lessee that is a merchant with 515
respect to goods of the kind subject to the lease. 516
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[(28)] (29) "Present value" means the amount as of a date certain of 517
one or more sums payable in the future, discounted to the date certain. 518
In determining present value, the discount is determined by the interest 519
rate specified by the parties if the rate was not manifestly unreasonable 520
at the time the transaction was entered into. Otherwise, the discount is 521
determined by a commercially reasonable rate that takes into account 522
the facts and circumstances of each case at the time the transaction was 523
entered into. 524
[(29)] (30) "Receive" means: 525
(A) With respect to goods, to take delivery; or 526
(B) With respect to a notice: 527
(i) To come to a person's attention; or 528
(ii) To be delivered to and available at a location designated by 529
agreement for the purpose of notice, or, in the absence of an agreed 530
location: 531
(I) To be delivered at the person's residence, or the person's place of 532
business through which the contract was made, or at any other place 533
held out by the person as a place for the receipt of such notices; or 534
(II) In the case of an electronic record, to come into existence in an 535
information processing system in a form capable of being processed by 536
or perceived from a system of that type, if the recipient uses, has 537
designated or holds out that system as a place for the receipt of the 538
notices. 539
[(30)] (31) "Send" means, with any costs provided for and properly 540
addressed or directed as reasonable under the circumstances or as 541
otherwise agreed, to (A) deposit in the mail or with a commercially 542
reasonable carrier, (B) deliver for transmission to or creation in another 543
location or system, or (C) take the steps necessary to initiate 544
transmission to or creation in another location or system. In addition, 545
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with respect to an electronic message, the term means to initiate 546
operations that in the ordinary course will cause the record to come into 547
existence in an information processing system in a form capable of being 548
processed by or perceived from a system of that type by the recipient, if 549
the recipient uses, has designated or holds out that system or address as 550
a place for the receipt of communications of the kind. Receipt within the 551
time in which it would have arrived if properly sent has the effect of a 552
proper sending. 553
[(31)] (32) "Sublease" means a lease of goods whose right to 554
possession and use is acquired by the lessor as a lessee under an existing 555
lease. 556
[(32)] (33) "Supplier" means a person from which a lessor buys or 557
leases goods to be leased under a finance lease. 558
[(33)] (34) "Supply contract" means a contract under which a lessor 559
buys or leases goods to be leased. 560
[(34)] (35) "Termination" means the ending of a contract or a part 561
thereof by an act by a party under a power created by agreement or law, 562
or by operation of the terms of the agreement for a reason other than for 563
a default by the other party. 564
(b) The following definitions in other articles apply to this article: 565
T9 "Account". Section [42a-9-102(a)(2)] 42a-9-102, as amended by this act.
T10 "Between merchants". Section [42a-2-104(3)] 42a-2-104.
T11 "Buyer". Section [42a-2-103(1)(a)] 42a-2-103.
T12 "Chattel paper". Section [42a-9-102(a)(11)] 42a-9-102, as amended by
this act.
T13 "Consumer goods". Section [42a-9-102(a)(23)] 42a-9-102, as amended
by this act.
T14 "Document". Section [42a-9-102(a)(30)] 42a-9-102, as amended by this
act.
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T15 "Entrusting". Section [42a-2-403(3)] 42a-2-403.
T16 "General intangible". Section [42a-9-102(a)(42)] 42a-9-102, as amended
by this act.
T17 "Instrument". Section [42a-9-102(a)(47)] 42a-9-102, as amended by this
act.
T18 "Merchant". Section [42a-2-104(1)] 42a-2-104.
T19 "Mortgage". Section [42a-9-102(a)(55)] 42a-9-102, as amended by this
act.
T20 "Pursuant to commitment". Section [42a-9-102(a)(69)] 42a-9-102, as
amended by this act.
T21 "Sale". Section [42a-2-106(1)] 42a-2-106, as amended by this act.
T22 "Sale on approval". Section [42a-2-326(1)(a)] 42a-2-326.
T23 "Sale or return". Section [42a-2-326(1)(b)] 42a-2-326.
T24 "Seller". Section [42a-2-103(1)(c)] 42a-2-103.
Sec. 13. Section 42a-2A-103 of the general statutes is repealed and the 566
following is substituted in lieu thereof (Effective January 1, 2026): 567
(1) This article applies to any transaction regardless of form which 568
creates a lease and, in the case of a hybrid lease, it applies to the extent 569
provided in subsection (2) of this section. 570
(2) In a hybrid lease: 571
(a) If the lease of goods aspects do not predominate: 572
(i) Only the provisions of this article which relate primarily to the 573
lease of goods aspects of the transaction apply, and the provisions that 574
relate primarily to the transaction as a whole do not apply; 575
(ii) Section 42a-2A-209 applies if the lease is a finance lease; and 576
(iii) Section 42a-2A-407 applies to the promises of the lessee in a 577
finance lease to the extent the promises are consideration for the right to 578
possession and use of the leased goods; and 579
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(b) If the lease of goods aspects predominate, this article applies to 580
the transaction, but does not preclude application in appropriate 581
circumstances of other law to aspects of the lease which do not relate to 582
the lease of goods. 583
Sec. 14. Subsection (a) of section 42a-3-104 of the general statutes is 584
repealed and the following is substituted in lieu thereof (Effective January 585
1, 2026): 586
(a) Except as provided in subsections (c) and (d) of this section, 587
"negotiable instrument" means an unconditional promise or order to 588
pay a fixed amount of money, with or without interest or other charges 589
described in the promise or order, if it: 590
(1) Is payable to bearer or to order at the time it is issued or first comes 591
into possession of a holder; 592
(2) Is payable on demand or at a definite time; and 593
(3) Does not state any other undertaking or instruction by the person 594
promising or ordering payment to do any act in addition to the payment 595
of money, but the promise or order may contain (i) an undertaking or 596
power to give, maintain, or protect collateral to secure payment, (ii) an 597
authorization or power to the holder to confess judgment or realize on 598
or dispose of collateral, [or] (iii) a waiver of the benefit of any law 599
intended for the advantage or protection of an obligor, (iv) a term that 600
specifies the law that governs the promise or order, or (v) an 601
undertaking to resolve in a specified forum a dispute concerning the 602
promise or order. 603
Sec. 15. Subsection (a) of section 42a-3-105 of the general statutes is 604
repealed and the following is substituted in lieu thereof (Effective January 605
1, 2026): 606
(a) "Issue" means: 607
[the] (1) The first delivery of an instrument by the maker or drawer, 608
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whether to a holder or nonholder, for the purpose of giving rights on 609
the instrument to any person; or 610
(2) If agreed by the payee, the first transmission by the drawer to the 611
payee of an image of an item and information derived from the item that 612
enables the depositary bank to collect the item by transferring or 613
presenting under federal law an electronic check. 614
Sec. 16. Section 42a-3-401 of the general statutes is repealed and the 615
following is substituted in lieu thereof (Effective January 1, 2026): 616
[(a)] A person is not liable on an instrument unless (i) the person 617
signed the instrument, or (ii) the person is represented by an agent or 618
representative who signed the instrument and the signature is binding 619
on the represented person under section 42a-3-402. 620
[(b) A signature may be made (i) manually or by means of a device or 621
machine, and (ii) by the use of any name, including a trade or assumed 622
name, or by a word, mark, or symbol executed or adopted by a person 623
with present intention to authenticate a writing.] 624
Sec. 17. Subsection (a) of section 42a-3-604 of the general statutes is 625
repealed and the following is substituted in lieu thereof (Effective January 626
1, 2026): 627
(a) A person entitled to enforce an instrument, with or without 628
consideration, may discharge the obligation of a party to pay the 629
instrument (i) by an intentional voluntary act, such as surrender of the 630
instrument to the party, destruction, mutilation, or cancellation of the 631
instrument, cancellation or striking out of the party's signature, or the 632
addition of words to the instrument indicating discharge, or (ii) by 633
agreeing not to sue or otherwise renouncing rights against the party by 634
a signed writing. The obligation of a party to pay a check is not 635
discharged solely by destruction of the check in connection with a 636
process in which information is extracted from the check and an image 637
of the check is made and, subsequently, the information and image are 638
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transmitted for payment. 639
Sec. 18. Subdivision (1) of subsection (a) of section 42a-4a-103 of the 640
general statutes is repealed and the following is substituted in lieu 641
thereof (Effective January 1, 2026): 642
(1) "Payment order" means an instruction of a sender to a receiving 643
bank, transmitted orally [, electronically, or in writing,] or in a record to 644
pay, or to cause another bank to pay, a fixed or determinable amount of 645
money to a beneficiary if: (i) The instruction does not state a condition 646
to payment to the beneficiary other than time of payment, (ii) the 647
receiving bank is to be reimbursed by debiting an account of, or 648
otherwise receiving payment from, the sender, and (iii) the instruction 649
is transmitted by the sender directly to the receiving bank or to an agent, 650
funds-transfer system, or communication system for transmittal to the 651
receiving bank. 652
Sec. 19. Section 42a-4A-201 of the general statutes is repealed and the 653
following is substituted in lieu thereof (Effective January 1, 2026): 654
"Security procedure" means a procedure established by agreement of 655
a customer and a receiving bank for the purpose of (i) verifying that a 656
payment order or communication amending or cancelling a payment 657
order is that of the customer, or (ii) detecting error in the transmission 658
or the content of the payment order or communication. A security 659
procedure may impose an obligation on the receiving bank or the 660
customer and may require the use of algorithms or other codes, 661
identifying words or numbers, symbols, sounds, biometrics encryption, 662
callback procedures, or similar security devices. Comparison of a 663
signature on a payment order or communication with an authorized 664
specimen signature of the customer or requiring a payment order to be 665
sent from a known electronic mail address, Internet protocol address or 666
telephone number is not by itself a security procedure. 667
Sec. 20. Subsections (b) and (c) of section 42a-4a-202 of the general 668
statutes are repealed and the following is substituted in lieu thereof 669
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(Effective January 1, 2026): 670
(b) If a bank and its customer have agreed that the authenticity of 671
payment orders issued to the bank in the name of the customer as sender 672
will be verified pursuant to a security procedure, a payment order 673
received by the receiving bank is effective as the order of the customer, 674
whether or not authorized, if (i) the security procedure is a commercially 675
reasonable method of providing security against unauthorized payment 676
orders, and (ii) the bank proves that it accepted the payment order in 677
good faith and in compliance with the bank's obligations under the 678
security procedure and any [written] agreement or instruction of the 679
customer, evidenced by a record, restricting acceptance of payment 680
orders issued in the name of the customer. The bank is not required to 681
follow an instruction that violates [a written] an agreement with the 682
customer, evidenced by a record, or notice of which is not received at a 683
time and in a manner affording the bank a reasonable opportunity to act 684
on it before the payment order is accepted. 685
(c) Commercial reasonableness of a security procedure is a question 686
of law to be determined by considering the wishes of the customer 687
expressed to the bank, the circumstances of the customer known to the 688
bank, including the size, type, and frequency of payment orders 689
normally issued by the customer to the bank, alternative security 690
procedures offered to the customer, and security procedures in general 691
use by customers and receiving banks similarly situated. A security 692
procedure is deemed to be commercially reasonable if (i) the security 693
procedure was chosen by the customer after the bank offered, and the 694
customer refused, a security procedure that was commercially 695
reasonable for that customer, and (ii) the customer expressly agreed in 696
[writing] record to be bound by any payment order, whether or not 697
authorized, issued in its name and accepted by the bank in compliance 698
with the bank's obligations under the security procedure chosen by the 699
customer. 700
Sec. 21. Subdivision (1) of subsection (a) of section 42a-4a-203 of the 701
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general statutes is repealed and the following is substituted in lieu 702
thereof (Effective January 1, 2026): 703
(1) By express [written] agreement evidenced by a record, the 704
receiving bank may limit the extent to which it is entitled to enforce or 705
retain payment of the payment order. 706
Sec. 22. Subsection (c) of section 42a-4A-207 of the general statutes is 707
repealed and the following is substituted in lieu thereof (Effective January 708
1, 2026): 709
(c) If (i) a payment order described in subsection (b) of this section is 710
accepted, (ii) the originator's payment order described the beneficiary 711
inconsistently by name and number, and (iii) the beneficiary's bank pays 712
the person identified by number as permitted by subdivision (1) of 713
subsection (b) of this section, the following rules apply: 714
(1) If the originator is a bank, the originator is obliged to pay its order. 715
(2) If the originator is not a bank and proves that the person identified 716
by number was not entitled to receive payment from the originator, the 717
originator is not obliged to pay its order unless the originator's bank 718
proves that the originator, before acceptance of the originator's order, 719
had notice that payment of a payment order issued by the originator 720
might be made by the beneficiary's bank on the basis of an identifying 721
or bank account number even if it identifies a person different from the 722
named beneficiary. Proof of notice may be made by any admissible 723
evidence. The originator's bank satisfies the burden of proof if it proves 724
that the originator, before the payment order was accepted, signed a 725
[writing] record stating the information to which the notice relates. 726
Sec. 23. Subdivision (2) of subsection (b) of section 42A-4A-208 of the 727
general statutes is repealed and the following is substituted in lieu 728
thereof (Effective January 1, 2026): 729
(2) If the sender is not a bank and the receiving bank proves that the 730
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sender, before the payment order was accepted, had notice that the 731
receiving bank might rely on the number as the proper identification of 732
the intermediary or beneficiary's bank even if it identifies a person 733
different from the bank identified by name, the rights and obligations of 734
the sender and the receiving bank are governed by [subsection (b)(1)] 735
subdivision (1) of this subsection, as though the sender were a bank. 736
Proof of notice may be made by any admissible evidence. The receiving 737
bank satisfies the burden of proof if it proves that the sender, before the 738
payment order was accepted, signed a [writing] record stating the 739
information to which the notice relates. 740
Sec. 24. Subsection (a) of section 42a-4a-210 of the general statutes is 741
repealed and the following is substituted in lieu thereof (Effective January 742
1, 2026): 743
(a) A payment order is rejected by the receiving bank by a notice of 744
rejection transmitted to the sender orally [, electronically,] or in [writing] 745
a record. A notice of rejection need not use any particular words and is 746
sufficient if it indicates that the receiving bank is rejecting the order or 747
will not execute or pay the order. Rejection is effective when the notice 748
is given if transmission is by a means that is reasonable in the 749
circumstances. If notice of rejection is given by a means that is not 750
reasonable, rejection is effective when the notice is received. If an 751
agreement of the sender and receiving bank establishes the means to be 752
used to reject a payment order, (i) any means complying with the 753
agreement is reasonable and (ii) any means not complying is not 754
reasonable unless no significant delay in receipt of the notice resulted 755
from the use of the noncomplying means. 756
Sec. 25. Subsection (a) of section 42a-4a-211 of the general statutes is 757
repealed and the following is substituted in lieu thereof (Effective January 758
1, 2026): 759
(a) A communication of the sender of a payment order cancelling or 760
amending the order may be transmitted to the receiving bank orally [, 761
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electronically,] or in [writing] a record. If a security procedure is in effect 762
between the sender and the receiving bank, the communication is not 763
effective to cancel or amend the order unless the communication is 764
verified pursuant to the security procedure or the bank agrees to the 765
cancellation or amendment. 766
Sec. 26. Subsections (c) and (d) of section 42a-4a-305 of the general 767
statutes are repealed and the following is substituted in lieu thereof 768
(Effective January 1, 2026): 769
(c) In addition to the amounts payable under subsections (a) and (b) 770
of this section, damages, including consequential damages, are 771
recoverable to the extent provided in an express [written] agreement of 772
the receiving bank, evidenced by a record. 773
(d) If a receiving bank fails to execute a payment order it was obliged 774
by express agreement to execute, the receiving bank is liable to the 775
sender for its expenses in the transaction and for incidental expenses 776
and interest losses resulting from the failure to execute. Additional 777
damages, including consequential damages, are recoverable to the 778
extent provided in an express [written] agreement of the receiving bank, 779
evidenced by a record, but are not otherwise recoverable. 780
Sec. 27. Section 42a-5-104 of the general statutes is repealed and the 781
following is substituted in lieu thereof (Effective January 1, 2026): 782
A letter of credit, confirmation, advice, transfer, amendment or 783
cancellation may be issued in any form that is a signed record. [and is 784
authenticated (i) by a signature, or (ii) in accordance with the agreement 785
of the parties or the standard practice referred to in subsection (e) of 786
section 42a-5-108.] 787
Sec. 28. Section 42a-5-116 of the general statutes is repealed and the 788
following is substituted in lieu thereof (Effective January 1, 2026): 789
(a) The liability of an issuer, nominated person or adviser for action 790
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or omission is governed by the law of the jurisdiction chosen by an 791
agreement in the form of a record signed [or otherwise authenticated] 792
by the affected parties [in the manner provided in section 42a-5-104] or 793
by a provision in the person's letter of credit, confirmation or other 794
undertaking. The jurisdiction whose law is chosen need not bear any 795
relation to the transaction. 796
(b) Unless subsection (a) of this section applies, the liability of an 797
issuer, nominated person or adviser for action or omission is governed 798
by the law of the jurisdiction in which the person is located. The person 799
is considered to be located at the address indicated in the person's 800
undertaking. If more than one address is indicated, the person is 801
considered to be located at the address from which the person's 802
undertaking was issued. 803
(c) For the purpose of jurisdiction, choice of law and recognition of 804
interbranch letters of credit, but not enforcement of a judgment, all 805
branches of a bank are considered separate juridical entities and a bank 806
is considered to be located at the place where its relevant branch is 807
considered to be located [under this subsection] as provided in 808
subsection (d) of this section. 809
[(c)] (d) A branch of a bank is considered to be located at the address 810
indicated in the branch's undertaking. If more than one address is 811
indicated, the branch is considered to be located at the address from 812
which the undertaking was issued. 813
(e) Except as otherwise provided in this subsection, the liability of an 814
issuer, nominated person or adviser is governed by any rules of custom 815
or practice, such as the Uniform Customs and Practice for Documentary 816
Credits, to which the letter of credit, confirmation or other undertaking 817
is expressly made subject. If (i) this article would govern the liability of 818
an issuer, nominated person or adviser under subsection (a) or (b) of this 819
section, (ii) the relevant undertaking incorporates rules of custom or 820
practice, and (iii) there is conflict between this article and those rules as 821
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applied to that undertaking, those rules govern except to the extent of 822
any conflict with the nonvariable provisions specified in subsection (c) 823
of section 42a-5-103. 824
[(d)] (f) If there is conflict between this article and article 3, 4, 4a or 9, 825
as amended by this act, this article governs. 826
[(e)] (g) The forum for settling disputes arising out of an undertaking 827
within this article may be chosen in the manner and with the binding 828
effect that governing law may be chosen in accordance with subsection 829
(a) of this section. 830
Sec. 29. Subsection (a) of section 42a-7-102 of the general statutes is 831
repealed and the following is substituted in lieu thereof (Effective January 832
1, 2026): 833
(a) In this article, unless the context otherwise requires: 834
(1) "Bailee" means a person that by a warehouse receipt, bill of lading 835
or other document of title acknowledges possession of goods and 836
contracts to deliver them. 837
(2) "Carrier" means a person that issues a bill of lading. 838
(3) "Consignee" means a person named in a bill of lading to which or 839
to whose order the bill promises delivery. 840
(4) "Consignor" means a person named in a bill of lading as the person 841
from which the goods have been received for shipment. 842
(5) "Delivery order" means a record that contains an order to deliver 843
goods directed to a warehouse, carrier or other person that in the 844
ordinary course of business issues warehouse receipts or bills of lading. 845
(6) "Good faith" means honesty in fact and the observance of 846
reasonable commercial standards of fair dealing. 847
(7) "Goods" means all things that are treated as movable for the 848
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purposes of a contract for storage or transportation. 849
(8) "Issuer" means a bailee that issues a document of title or, in the 850
case of an unaccepted delivery order, the person that orders the 851
possessor of goods to deliver. The term includes a person for which an 852
agent or employee purports to act in issuing a document if the agent or 853
employee has real or apparent authority to issue documents, even if the 854
issuer did not receive any goods, the goods were misdescribed, or in any 855
other respect the agent or employee violated the issuer's instructions. 856
(9) "Person entitled under the document" means the holder, in the 857
case of a negotiable document of title, or the person to which delivery 858
of the goods is to be made by the terms of, or pursuant to instructions in 859
a record under, a nonnegotiable document of title. 860
[(10) "Record" means information that is inscribed on a tangible 861
medium or that is stored in an electronic or other medium and is 862
retrievable in perceivable form. 863
(11) "Sign" means, with present intent to authenticate or adopt a 864
record: 865
(A) To execute or adopt a tangible symbol; or 866
(B) To attach to or logically associate with the record an electronic 867
sound, symbol or process.] 868
[(12)] (10) "Shipper" means a person that enters into a contract of 869
transportation with a carrier. 870
[(13)] (11) "Warehouse" means a person engaged in the business of 871
storing goods for hire. 872
Sec. 30. Section 42a-7-106 of the general statutes is repealed and the 873
following is substituted in lieu thereof (Effective January 1, 2026): 874
(a) A person has control of an electronic document of title if a system 875
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employed for evidencing the transfer of interests in the electronic 876
document reliably establishes that person as the person to which the 877
electronic document was issued or transferred. 878
(b) A system satisfies subsection (a) of this section, and a person [is 879
deemed to have] has control of an electronic document of title, if the 880
document is created, stored and [assigned in such] transferred in a 881
manner that: 882
(1) A single authoritative copy of the document exists which is 883
unique, identifiable and, except as otherwise provided in subdivisions 884
(4), (5) and (6) of this subsection, unalterable; 885
(2) The authoritative copy identifies the person asserting control as: 886
(A) The person to which the document was issued; or 887
(B) If the authoritative copy indicates that the document has been 888
transferred, the person to which the document was most recently 889
transferred; 890
(3) The authoritative copy is communicated to and maintained by the 891
person asserting control or its designated custodian; 892
(4) Copies or amendments that add or change an identified [assignee] 893
transferee of the authoritative copy can be made only with the consent 894
of the person asserting control; 895
(5) Each copy of the authoritative copy and any copy of a copy is 896
readily identifiable as a copy that is not the authoritative copy; and 897
(6) Any amendment of the authoritative copy is readily identifiable 898
as authorized or unauthorized. 899
(c) A system satisfies subsection (a) of this section, and a person has 900
control of an electronic document of title, if an authoritative electronic 901
copy of the document, a record attached to or logically associated with 902
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the electronic copy or a system in which the electronic copy is recorded: 903
(1) Enables the person readily to identify each electronic copy as 904
either an authoritative copy or a nonauthoritative copy; 905
(2) Enables the person readily to identify itself in any way, including 906
by name, identifying number, cryptographic key, office or account 907
number, as the person to which each authoritative electronic copy was 908
issued or transferred; and 909
(3) Gives the person exclusive power, subject to subsection (d) of this 910
section, to: 911
(A) Prevent others from adding or changing the person to which each 912
authoritative electronic copy has been issued or transferred; and 913
(B) Transfer control of each authoritative electronic copy. 914
(d) Subject to subsection (e) of this section, a power is exclusive under 915
subparagraphs (A) and (B) of subdivision (3) of subsection (c) of this 916
section even if: 917
(1) The authoritative electronic copy, a record attached to or logically 918
associated with the authoritative electronic copy or a system in which 919
the authoritative electronic copy is recorded limits the use of the 920
document of title or has a protocol that is programmed to cause a 921
change, including a transfer or loss of control; or 922
(2) The power is shared with another person. 923
(e) A power of a person is not shared with another person under 924
subdivision (2) of subsection (d) of this section and the person's power 925
is not exclusive if: (1) The person can exercise the power only if the 926
power also is exercised by the other person; and (2) the other person: 927
(A) Can exercise the power without exercise of the power by the 928
person; or 929
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(B) Is the transferor to the person of an interest in the document of 930
title. 931
(f) If a person has the powers specified in subparagraphs (A) and (B) 932
of subdivision (3) of subsection (c) of this section, the powers are 933
presumed to be exclusive. 934
(g) A person has control of an electronic document of title if another 935
person, other than the transferor to the person of an interest in the 936
document: 937
(1) Has control of the document and acknowledges that it has control 938
on behalf of the person; or 939
(2) Obtains control of the document after having acknowledged that 940
it will obtain control of the document on behalf of the person. 941
(h) A person that has control under this section is not required to 942
acknowledge that it has control on behalf of another person. 943
(i) If a person acknowledges that it has or will obtain control on behalf 944
of another person, unless the person otherwise agrees or law other than 945
this article or article 9, as amended by this act, otherwise provides, the 946
person does not owe any duty to the other person and is not required to 947
confirm the acknowledgment to any other person. 948
Sec. 31. Section 42a-8-102 of the general statutes is repealed and the 949
following is substituted in lieu thereof (Effective January 1, 2026): 950
(a) In this article: 951
(1) "Adverse claim" means a claim that a claimant has a property 952
interest in a financial asset and that it is a violation of the rights of the 953
claimant for another person to hold, transfer or deal with the financial 954
asset. 955
(2) "Bearer form", as applied to a certificated security, means a form 956
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in which the security is payable to the bearer of the security certificate 957
according to its terms but not by reason of an endorsement. 958
(3) "Broker" means a person defined as a broker or dealer under the 959
federal securities laws, but without excluding a bank acting in that 960
capacity. 961
(4) "Certificated security" means a security that is represented by a 962
certificate. 963
(5) "Clearing corporation" means: 964
(A) A person that is registered as a "clearing agency" under the 965
federal securities laws; 966
(B) A federal reserve bank; or 967
(C) Any other person that provides clearance or settlement services 968
with respect to financial assets that would require it to register as a 969
clearing agency under the federal securities laws but for an exclusion or 970
exemption from the registration requirement, if its activities as a 971
clearing corporation, including promulgation of rules, are subject to 972
regulation by a federal or state governmental authority. 973
(6) "Communicate" means to: 974
(A) Send a signed [writing] record; or 975
(B) Transmit information by any mechanism agreed upon by the 976
persons transmitting and receiving the information. 977
(7) "Endorsement" means a signature that alone or accompanied by 978
other words is made on a security certificate in registered form or on a 979
separate document for the purpose of assigning, transferring or 980
redeeming the security or granting a power to assign, transfer or redeem 981
it. 982
(8) "Entitlement holder" means a person identified in the records of a 983
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securities intermediary as the person having a security entitlement 984
against the securities intermediary. If a person acquires a security 985
entitlement by virtue of subdivision (2) or (3) of subsection (b) of section 986
42a-8-501, that person is the entitlement holder. 987
(9) "Entitlement order" means a notification communicated to a 988
securities intermediary directing transfer or redemption of a financial 989
asset to which the entitlement holder has a security entitlement. 990
(10) "Financial asset", except as otherwise provided in section 42a-8-991
103, as amended by this act, means: (A) A security; (B) an obligation of 992
a person or a share, participation or other interest in a person or in 993
property or an enterprise of a person, which is, or is of a type, dealt in 994
or traded on financial markets, or which is recognized in any area in 995
which it is issued or dealt in as a medium for investment; or (C) any 996
property that is held by a securities intermediary for another person in 997
a securities account if the securities intermediary has expressly agreed 998
with the other person that the property is to be treated as a financial 999
asset under this article. As context requires, the term means either the 1000
interest itself or the means by which a person's claim to it is evidenced, 1001
including a certificated or uncertificated security, a security certificate, 1002
or a security entitlement. 1003
(11) "Instruction" means a notification communicated to the issuer of 1004
an uncertificated security which directs that the transfer of the security 1005
be registered or that the security be redeemed. 1006
(12) "Registered form", as applied to a certificated security, means a 1007
form in which: 1008
(A) The security certificate specifies a person entitled to the security; 1009
and 1010
(B) A transfer of the security may be registered upon books 1011
maintained for that purpose by or on behalf of the issuer, or the security 1012
certificate so states. 1013
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(13) "Securities intermediary" means: 1014
(A) A clearing corporation; or 1015
(B) A person, including a bank or broker, that in the ordinary course 1016
of its business maintains securities accounts for others and is acting in 1017
that capacity. 1018
(14) "Security", except as otherwise provided in section 42a-8-103, as 1019
amended by this act, means an obligation of an issuer or a share, 1020
participation, or other interest in an issuer or in property or an 1021
enterprise of an issuer: 1022
(A) Which is represented by a security certificate in bearer or 1023
registered form, or the transfer of which may be registered upon books 1024
maintained for that purpose by or on behalf of the issuer; 1025
(B) Which is one of a class or series or by its terms is divisible into a 1026
class or series of shares, participations, interests or obligations; and 1027
(C) Which: 1028
(i) Is, or is of a type, dealt in or traded on securities exchanges or 1029
securities markets; or 1030
(ii) Is a medium for investment and by its terms expressly provides 1031
that it is a security governed by this article. 1032
(15) "Security certificate" means a certificate representing a security. 1033
(16) "Security entitlement" means the rights and property interest of 1034
an entitlement holder with respect to a financial asset specified in part 1035
5. 1036
(17) "Uncertificated security" means a security that is not represented 1037
by a certificate. 1038
(b) [Other] The following definitions [applying to] apply in this 1039
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article and [the sections in which they appear are] other articles apply to 1040
this article: 1041
T25 "Appropriate person". Section 42a-8-107.
T26 "Control". Section 42a-8-106, as amended by this act.
T27 "Controllable account". Section 42a-9-102, as amended by this act.
T28 "Controllable electronic record". Section 87 of this act.
T29 "Controllable payment intangible". Section 42a-9-102, as amended by
this act.
T30 "Delivery". Section 42a-8-301.
T31 "Investment company security". Section 42a-8-103, as amended by
this act.
T32 "Issuer". Section 42a-8-201.
T33 "Overissue". Section 42a-8-210.
T34 "Protected purchaser". Section 42a-8-303, as amended by this act.
T35 "Securities account". Section 42a-8-501.
(c) In addition, article 1 contains general definitions and principles of 1042
construction and interpretation applicable throughout this article. 1043
(d) The characterization of a person, business or transaction for 1044
purposes of this article does not determine the characterization of the 1045
person, business or transaction for purposes of any other law, regulation 1046
or rule. 1047
Sec. 32. Section 42a-8-103 of the general statutes is repealed and the 1048
following is substituted in lieu thereof (Effective January 1, 2026): 1049
(a) A share or similar equity interest issued by a corporation, business 1050
trust, joint stock company or similar entity is a security. 1051
(b) An "investment company security" is a security. "Investment 1052
company security" means a share or similar equity interest issued by an 1053
entity that is registered as an investment company under the federal 1054
investment company laws, in interest in a unit investment trust that is 1055
so registered, or face-amount certificate issued by a face-amount 1056
certificate company that is so registered. Investment company security 1057
does not include an insurance policy or endowment policy or annuity 1058
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contract issued by an insurance company. 1059
(c) An interest in a partnership or limited liability company is not a 1060
security unless it is dealt in or traded on securities exchanges or in 1061
securities markets, its terms expressly provide that it is a security 1062
governed by this article or it is an investment company security. 1063
However, an interest in a partnership or limited liability company is a 1064
financial asset if it is held in a securities account. 1065
(d) A writing that is a security certificate is governed by this article 1066
and not by article 3, even though it also meets the requirements of that 1067
article. However, a negotiable instrument governed by article 3 is a 1068
financial asset if it is held in a securities account. 1069
(e) An option or similar obligation issued by a clearing corporation to 1070
its participants is not a security, but is a financial asset. 1071
(f) A commodity contract, as defined in section [42a-9-102(a)(15)] 42a-1072
9-102, as amended by this act, is not a security or a financial asset. 1073
(g) A document of title is not a financial asset unless subdivision 1074
(10)(iii) of subsection (a) of section 42a-8-102, as amended by this act, 1075
applies. 1076
(h) A controllable account, controllable electronic record or 1077
controllable payment intangible is not a financial asset unless 1078
subdivision (9)(iii) of subsection (a) of section 42a-8-102, as amended by 1079
this act, applies. 1080
Sec. 33. Section 42a-8-106 of the general statutes is repealed and the 1081
following is substituted in lieu thereof (Effective January 1, 2026): 1082
(a) A purchaser has "control" of a certificated security in bearer form 1083
if the certificated security is delivered to the purchaser. 1084
(b) A purchaser has "control" of a certificated security in registered 1085
form if the certificated security is delivered to the purchaser, and: 1086
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(1) The certificate is endorsed to the purchaser or in blank by an 1087
effective endorsement; or 1088
(2) The certificate is registered in the name of the purchaser, upon 1089
original issue or registration of transfer by the issuer. 1090
(c) A purchaser has "control" of an uncertificated security if: 1091
(1) The uncertificated security is delivered to the purchaser; or 1092
(2) The issuer has agreed that it will comply with instructions 1093
originated by the purchaser without further consent by the registered 1094
owner. 1095
(d) A purchaser has "control" of a security entitlement if: 1096
(1) The purchaser becomes the entitlement holder; 1097
(2) The securities intermediary has agreed that it will comply with 1098
entitlement orders originated by the purchaser without further consent 1099
by the entitlement holder; or 1100
(3) [Another person has control of the security entitlement on behalf 1101
of the purchaser or, having previously acquired control of the security 1102
entitlement, acknowledges that it has control on behalf of the 1103
purchaser.] Another person, other than the transferor to the purchaser 1104
of an interest in the security entitlement: 1105
(A) Has control of the security entitlement and acknowledges that it 1106
has control on behalf of the purchaser; or 1107
(B) Obtains control of the security entitlement after having 1108
acknowledged that it will obtain control of the security entitlement on 1109
behalf of the purchaser. 1110
(e) If an interest in a security entitlement is granted by the entitlement 1111
holder to the entitlement holder's own securities intermediary, the 1112
securities intermediary has control. 1113
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(f) A purchaser who has satisfied the requirements of subsection (c) 1114
or (d) of this section has control, even if the registered owner in the case 1115
of subsection (c) of this section or the entitlement holder in the case of 1116
subsection (d) of this section retains the right to make substitutions for 1117
the uncertificated security or security entitlement, to originate 1118
instructions or entitlement orders to the issuer or securities 1119
intermediary, or otherwise to deal with the uncertificated security or 1120
security entitlement. 1121
(g) An issuer or a securities intermediary may not enter into an 1122
agreement of the kind described in [subsection (c)(2) or (d)(2)] 1123
subdivision (2) of subsection (c) of this section or subdivision (2) of 1124
subsection (d) of this section without the consent of the registered owner 1125
or entitlement holder, but an issuer or a securities intermediary is not 1126
required to enter into such an agreement even though the registered 1127
owner or entitlement holder so directs. An issuer or securities 1128
intermediary that has entered into such an agreement is not required to 1129
confirm the existence of the agreement to another party unless 1130
requested to do so by the registered owner or entitlement holder. 1131
(h) A person that has control under this section is not required to 1132
acknowledge that it has control on behalf of a purchaser. 1133
(i) If a person acknowledges that it has or will obtain control on behalf 1134
of a purchaser, unless the person otherwise agrees or law other than this 1135
article or article 9, as amended by this act, otherwise provides, the 1136
person does not owe any duty to the purchaser and is not required to 1137
confirm the acknowledgment to any other person. 1138
Sec. 34. Section 42a-8-110 of the general statutes is amended by 1139
adding subsection (g) as follows (Effective January 1, 2026): 1140
(NEW) (g) The local law of the issuer's jurisdiction or the securities 1141
intermediary's jurisdiction governs a matter or transaction specified in 1142
subsection (a) or (b) of this section even if the matter or transaction does 1143
not bear any relation to the jurisdiction. 1144
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Sec. 35. Section 42a-8-303 of the general statutes is repealed and the 1145
following is substituted in lieu thereof (Effective January 1, 2026): 1146
(a) "Protected purchaser" means a purchaser of a certificated or 1147
uncertificated security, or of an interest therein, who: 1148
(1) Gives value; 1149
(2) Does not have notice of any adverse claim to the security; and 1150
(3) Obtains control of the certificated or uncertificated security. 1151
(b) [In addition to acquiring the rights of a purchaser, a] A protected 1152
purchaser [also] acquires its interest in the security free of any adverse 1153
claim. 1154
Sec. 36. Section 42a-9-102 of the general statutes is repealed and the 1155
following is substituted in lieu thereof (Effective January 1, 2026): 1156
(a) In this article: 1157
(1) "Accession" means goods that are physically united with other 1158
goods in such a manner that the identity of the original goods is not lost. 1159
(2) "Account", except as used in "account for", "account statement", 1160
"account to", "commodity account" as provided in subdivision (14) of 1161
this subsection, "customer's account", "deposit account" as provided in 1162
subdivision (29) of this subsection, "on account of" and "statement of 1163
account", means a right to payment of a monetary obligation, whether 1164
or not earned by performance, (i) for property that has been or is to be 1165
sold, leased, licensed, assigned or otherwise disposed of, (ii) for services 1166
rendered or to be rendered, (iii) for a policy of insurance issued or to be 1167
issued, (iv) for a secondary obligation incurred or to be incurred, (v) for 1168
energy provided or to be provided, (vi) for the use or hire of a vessel 1169
under a charter or other contract, (vii) arising out of the use of a credit 1170
or charge card or information contained on or for use with the card, or 1171
(viii) as winnings in a lottery or other game of chance operated or 1172
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sponsored by a state, governmental unit of a state or person licensed or 1173
authorized to operate the game by a state or governmental unit of a 1174
state. The term includes controllable accounts and health-care-insurance 1175
receivables. The term does not include (i) [rights to payment evidenced 1176
by chattel paper or an instrument] chattel paper, (ii) commercial tort 1177
claims, (iii) deposit accounts, (iv) investment property, (v) letter-of-1178
credit rights or letters of credit, [or] (vi) rights to payment for money or 1179
funds advanced or sold, other than rights arising out of the use of a 1180
credit or charge card or information contained on or for use with the 1181
card, or (vii) rights to payment evidenced by an instrument. 1182
(3) "Account debtor" means a person obligated on an account, chattel 1183
paper or general intangible. The term does not include persons 1184
obligated to pay a negotiable instrument, even if the negotiable 1185
instrument [constitutes part of] evidences chattel paper. 1186
(4) "Accounting", except as used in "accounting for", means a record: 1187
(A) [Authenticated] Signed by a secured party; 1188
(B) Indicating the aggregate unpaid secured obligations as of a date 1189
not more than thirty-five days earlier or thirty-five days later than the 1190
date of the record; and 1191
(C) Identifying the components of the obligations in reasonable 1192
detail. 1193
(5) "Agricultural lien" means an interest, other than a security interest, 1194
in farm products: 1195
(A) Which secures payment or performance of an obligation for: 1196
(i) Goods or services furnished in connection with a debtor's farming 1197
operation; or 1198
(ii) Rent on real property leased by a debtor in connection with its 1199
farming operation; 1200
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(B) Which is created by statute in favor of a person that: 1201
(i) In the ordinary course of its business furnished goods or services 1202
to a debtor in connection with a debtor's farming operation; or 1203
(ii) Leased real property to a debtor in connection with the debtor's 1204
farming operation; and 1205
(C) Whose effectiveness does not depend on the person's possession 1206
of the personal property. 1207
(6) "As-extracted collateral" means: 1208
(A) Oil, gas or other minerals that are subject to a security interest 1209
that: 1210
(i) Is created by a debtor having an interest in the minerals before 1211
extraction; and 1212
(ii) Attaches to the minerals as extracted; or 1213
(B) Accounts arising out of the sale at the wellhead or minehead of 1214
oil, gas or other minerals in which the debtor had an interest before 1215
extraction. 1216
[(7) "Authenticate" means: 1217
(A) To sign; or 1218
(B) With present intent to adopt or accept a record, to attach to or 1219
logically associate with the record an electronic sound, symbol or 1220
process.] 1221
(7) "Assignee, except as used in "assignee for benefit of creditors", 1222
means a person (i) in whose favor a security interest that secures an 1223
obligation is created or provided for under a security agreement, 1224
whether or not the obligation is outstanding, or (ii) to which an account, 1225
chattel paper, payment intangible or promissory note has been sold. The 1226
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term includes a person to which a security interest has been transferred 1227
by a secured party. 1228
(8) "Assignor" means a person that (i) under a security agreement 1229
creates or provides for a security interest that secures an obligation, or 1230
(ii) sells an account, chattel paper, payment intangible or promissory 1231
note. The term includes a secured party that has transferred a security 1232
interest to another person. 1233
[(8)] (9) "Bank" means an organization that is engaged in the business 1234
of banking. The term includes savings banks, savings and loan 1235
associations, credit unions and trust companies. 1236
[(9)] (10) "Cash proceeds" means proceeds that are money, checks, 1237
deposit accounts or the like. 1238
[(10)] (11) "Certificate of title" means a certificate of title with respect 1239
to which a statute provides for the security interest in question to be 1240
indicated on the certificate as a condition or result of the security 1241
interest's obtaining priority over the rights of a lien creditor with respect 1242
to the collateral. The term includes another record maintained as an 1243
alternative to a certificate of title by the governmental unit that issues 1244
certificates of title if a statute permits the security interest in question to 1245
be indicated on the record as a condition or result of the security 1246
interest's obtaining priority over the rights of a lien creditor with respect 1247
to the collateral. 1248
[(11)] (12) "Chattel paper" means: [a record or records that evidence 1249
both a monetary obligation and a security interest in specific goods, a 1250
security interest in specific goods and software used in the goods, a 1251
security interest in specific goods and license of software used in the 1252
goods, a lease of specific goods, or a lease of specific goods and license 1253
of software used in the goods. In this subdivision, "monetary obligation" 1254
means a monetary obligation secured by the goods or owed under a 1255
lease of the goods and includes a monetary obligation with respect to 1256
software used in the goods. The term does not include (i) charters or 1257
Raised Bill No. 6970
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other contracts involving the use or hire of a vessel, or (ii) records that 1258
evidence a right to payment arising out of the use of a credit or charge 1259
card or information contained on or for use with the card. If a 1260
transaction is evidenced by records that include an instrument or series 1261
of instruments, the group of records taken together constitutes chattel 1262
paper.] 1263
(A) A right to payment of a monetary obligation secured by specific 1264
goods, if the right to payment and security agreement are evidenced by 1265
a record; or 1266
(B) A right to payment of a monetary obligation owed by a lessee 1267
under a lease agreement with respect to specific goods and a monetary 1268
obligation owed by the lessee in connection with the transaction giving 1269
rise to the lease, if: (i) The right to payment and lease agreement are 1270
evidenced by a record; and (ii) the predominant purpose of the 1271
transaction giving rise to the lease was to give the lessee the right to 1272
possession and use of the goods. The term does not include a right to 1273
payment arising out of a charter or other contract involving the use or 1274
hire of a vessel or a right to payment arising out of the use of a credit or 1275
charge card or information contained on or for use with the card. 1276
[(12)] (13) "Collateral" means the property subject to a security 1277
interest or agricultural lien. The term includes: 1278
(A) Proceeds to which a security interest attaches; 1279
(B) Accounts, chattel paper, payment intangibles and promissory 1280
notes that have been sold; and 1281
(C) Goods that are the subject of a consignment. 1282
[(13)] (14) "Commercial tort claim" means a claim arising in tort with 1283
respect to which: 1284
(A) The claimant is an organization; or 1285
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(B) The claimant is an individual and the claim: 1286
(i) Arose in the course of the claimant's business or profession; and 1287
(ii) Does not include damages arising out of personal injury to or the 1288
death of an individual. 1289
[(14)] (15) "Commodity account" means an account maintained by a 1290
commodity intermediary in which a commodity contract is carried for a 1291
commodity customer. 1292
[(15)] (16) "Commodity contract" means a commodity futures 1293
contract, an option on a commodity futures contract, a commodity 1294
option or another contract if the contract or option is: 1295
(A) Traded on or subject to the rules of a board of trade that has been 1296
designated as a contract market for such a contract pursuant to federal 1297
commodities laws; or 1298
(B) Traded on a foreign commodity board of trade, exchange or 1299
market, and is carried on the books of a commodity intermediary for a 1300
commodity customer. 1301
[(16)] (17) "Commodity customer" means a person for which a 1302
commodity intermediary carries a commodity contract on its books. 1303
[(17)] (18) "Commodity intermediary" means a person that: 1304
(A) Is registered as a futures commission merchant under federal 1305
commodities law; or 1306
(B) In the ordinary course of its business provides clearance or 1307
settlement services for a board of trade that has been designated as a 1308
contract market pursuant to federal commodities law. 1309
[(18)] (19) "Communicate" means: 1310
(A) To send a written or other tangible record; 1311
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(B) To transmit a record by any means agreed upon by the persons 1312
sending and receiving the record; or 1313
(C) In the case of transmission of a record to or by a filing office, to 1314
transmit a record by any means prescribed by filing-office regulation. 1315
[(19)] (20) "Consignee" means a merchant to which goods are 1316
delivered in a consignment. 1317
[(20)] (21) "Consignment" means a transaction, regardless of its form, 1318
in which a person delivers goods to a merchant for the purpose of sale 1319
and: 1320
(A) The merchant: 1321
(i) Deals in goods of that kind under a name other than the name of 1322
the person making delivery; 1323
(ii) Is not an auctioneer; and 1324
(iii) Is not generally known by its creditors to be substantially 1325
engaged in selling the goods of others; 1326
(B) With respect to each delivery, the aggregate value of the goods is 1327
one thousand dollars or more at the time of delivery; 1328
(C) The goods are not consumer goods immediately before delivery; 1329
and 1330
(D) The transaction does not create a security interest that secures an 1331
obligation. 1332
[(21)] (22) "Consignor" means a person that delivers goods to a 1333
consignee in a consignment. 1334
[(22)] (23) "Consumer debtor" means a debtor in a consumer 1335
transaction. 1336
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[(23)] (24) "Consumer goods" means goods that are used or bought 1337
for use primarily for personal, family or household purposes. 1338
[(24)] (25) "Consumer-goods transaction" means a consumer 1339
transaction in which: 1340
(A) An individual incurs an obligation primarily for personal, family 1341
or household purposes; and 1342
(B) A security interest in consumer goods secures the obligation. 1343
[(25)] (26) "Consumer obligor" means an obligor who is an individual 1344
and who incurred the obligation as part of a transaction entered into 1345
primarily for personal, family or household purposes. 1346
[(26)] (27) "Consumer transaction" means a transaction in which (i) an 1347
individual incurs an obligation primarily for personal, family or 1348
household purposes, (ii) a security interest secures the obligation, and 1349
(iii) the collateral is held or acquired primarily for personal, family or 1350
household purposes. The term includes consumer-goods transactions. 1351
[(27)] (28) "Continuation statement" means an amendment of a 1352
financing statement which: 1353
(A) Identifies, by its file number or, in the case of a recording with a 1354
filing office described in subdivision (1) of subsection (a) of section 42a-1355
9-501, by book and page number, the initial financing statement to 1356
which it relates; and 1357
(B) Indicates that it is a continuation statement for, or that it is filed to 1358
continue the effectiveness of, the identified financing statement. 1359
(29) "Controllable account" means an account evidenced by a 1360
controllable electronic record that provides that the account debtor 1361
undertakes to pay the person that has control, under section 90 of this 1362
act, of the controllable electronic record. 1363
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(30) "Controllable payment intangible" means a payment intangible 1364
evidenced by a controllable electronic record that provides that the 1365
account debtor undertakes to pay the person that has control, under 1366
section 90 of this act, of the controllable electronic record. 1367
[(28)] (31) "Debtor" means: 1368
(A) A person having an interest, other than a security interest or other 1369
lien, in the collateral, whether or not the person is an obligor; 1370
(B) A seller of accounts, chattel paper, payment intangibles or 1371
promissory notes; or 1372
(C) A consignee. 1373
[(29)] (32) "Deposit account" means a demand, time, savings, 1374
passbook or similar account maintained with a bank. The term does not 1375
include investment property or accounts evidenced by an instrument. 1376
[(30)] (33) "Document" means a document of title or a receipt of the 1377
type described in subsection (b) of section 42a-7-201. 1378
[(31) "Electronic chattel paper" means chattel paper evidenced by a 1379
record or records consisting of information stored in an electronic 1380
medium.] 1381
(34) "Electronic money" means money in an electronic form. 1382
[(32)] (35) "Encumbrance" includes real property mortgages and other 1383
liens on real property and all other rights in real property that are not 1384
ownership interests. 1385
[(33)] (36) "Equipment" means goods other than inventory, farm 1386
products or consumer goods. 1387
[(34)] (37) "Farm products" means goods, other than standing timber, 1388
with respect to which the debtor is engaged in a farming operation and 1389
which are: 1390
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(A) Crops grown, growing or to be grown, including: 1391
(i) Crops produced on trees, vines and bushes; and 1392
(ii) Aquatic goods produced in aquacultural operations; 1393
(B) Livestock, born or unborn, including aquatic goods produced in 1394
aquacultural operations; 1395
(C) Supplies used or produced in a farming operation; or 1396
(D) Products of crops or livestock in their unmanufactured states. 1397
[(35)] (38) "Farming operation" means raising, cultivating, 1398
propagating, fattening, grazing or any other farming, livestock or 1399
aquacultural operation. 1400
[(36)] (39) "File number" means the number assigned to an initial 1401
financing statement pursuant to subsection (a) of section 42a-9-519. 1402
[(37)] (40) "Filing office" means an office designated in section 42a-9-1403
501 as the place to file a financing statement. 1404
[(38)] (41) "Filing-office regulation" means a regulation adopted 1405
pursuant to section 42a-9-526. 1406
[(39)] (42) "Financing statement" means a record or records composed 1407
of an initial financing statement and any filed record relating to the 1408
initial financing statement. 1409
[(40)] (43) "Fixture filing" means the filing of a financing statement 1410
covering goods that are or are to become fixtures and satisfying 1411
subsections (a) and (b) of section 42a-9-502. The term includes the filing 1412
of a financing statement covering goods of a transmitting utility which 1413
are or are to become fixtures. 1414
[(41)] (44) "Fixtures" means goods that have become so related to 1415
particular real property that an interest in them arises under real 1416
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property law. 1417
[(42)] (45) "General intangible" means any personal property, 1418
including things in action, other than accounts, chattel paper, 1419
commercial tort claims, deposit accounts, documents, goods, 1420
instruments, investment property, letter-of-credit rights, letters of 1421
credit, money and oil, gas or other minerals before extraction. The term 1422
includes controllable electronic records, payment intangibles and 1423
software. 1424
[(43)] (46) "Good faith" has the same meaning as provided in 1425
[subdivision (20) of subsection (b) of] section 42a-1-201, as amended by 1426
this act. 1427
[(44)] (47) "Goods" means all things that are movable when a security 1428
interest attaches. The term includes (i) fixtures, (ii) standing timber that 1429
is to be cut and removed under a conveyance or contract for sale, (iii) 1430
the unborn young of animals, (iv) crops grown, growing or to be grown, 1431
even if the crops are produced on trees, vines or bushes, and (v) 1432
manufactured homes. The term also includes a computer program 1433
embedded in goods and any supporting information provided in 1434
connection with a transaction relating to the program if (i) the program 1435
is associated with the goods in such a manner that it customarily is 1436
considered part of the goods, or (ii) by becoming the owner of the goods, 1437
a person acquires a right to use the program in connection with the 1438
goods. The term does not include a computer program embedded in 1439
goods that consist solely of the medium in which the program is 1440
embedded. The term also does not include accounts, chattel paper, 1441
commercial tort claims, deposit accounts, documents, general 1442
intangibles, instruments, investment property, letter-of-credit rights, 1443
letters of credit, money or oil, gas or other minerals before extraction. 1444
[(45)] (48) "Governmental unit" means a subdivision, agency, 1445
department, county, parish, municipality, or other unit of the 1446
government of the United States, a state or a foreign country. The term 1447
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includes an organization having a separate corporate existence if the 1448
organization is eligible to issue debt on which interest is exempt from 1449
income taxation under the laws of the United States. 1450
[(46)] (49) "Health-care-insurance receivable" means an interest in or 1451
claim under a policy of insurance which is a right to payment of a 1452
monetary obligation for health-care goods or services provided. 1453
[(47)] (50) "Instrument" means a negotiable instrument or any other 1454
writing that evidences a right to the payment of a monetary obligation, 1455
is not itself a security agreement or lease and is of a type that in ordinary 1456
course of business is transferred by delivery with any necessary 1457
endorsement or assignment. The term does not include (i) investment 1458
property, (ii) letters of credit, [or] (iii) writings that evidence a right to 1459
payment arising out of the use of a credit or charge card or information 1460
contained on or for use with the card, or (iv) writings that evidence 1461
chattel paper. 1462
[(48)] (51) "Inventory" means goods, other than farm products, which: 1463
(A) Are leased by a person as lessor; 1464
(B) Are held by a person for sale or lease or to be furnished under a 1465
contract of service; 1466
(C) Are furnished by a person under a contract of service; or 1467
(D) Consist of raw materials, work in process or materials used or 1468
consumed in a business. 1469
[(49)] (52) "Investment property" means a security, whether 1470
certificated or uncertificated, security entitlement, securities account, 1471
commodity contract or commodity account. 1472
[(50)] (53) "Jurisdiction of organization", with respect to a registered 1473
organization, means the jurisdiction under whose law the organization 1474
is formed or organized. 1475
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[(51)] (54) "Letter-of-credit right" means a right to payment or 1476
performance under a letter of credit, whether or not the beneficiary has 1477
demanded or is at the time entitled to demand payment or performance. 1478
The term does not include the right of a beneficiary to demand payment 1479
or performance under a letter of credit. 1480
[(52)] (55) "Lien creditor" means: 1481
(A) A creditor that has acquired a lien on the property involved by 1482
attachment, levy or the like; 1483
(B) An assignee for benefit of creditors from the time of assignment; 1484
(C) A trustee in bankruptcy from the date of the filing of the petition; 1485
or 1486
(D) A receiver in equity from the time of appointment. 1487
[(53)] (56) "Manufactured home" means a "mobile manufactured 1488
home" as defined in section 21-64. 1489
[(54)] (57) "Manufactured-home transaction" means a secured 1490
transaction: 1491
(A) That creates a purchase-money security interest in a 1492
manufactured home, other than a manufactured home held as 1493
inventory; or 1494
(B) In which a manufactured home, other than a manufactured home 1495
held as inventory, is the primary collateral. 1496
(58) "Money" has the same meaning as provided in subdivision (25) 1497
of subsection (b) of section 42a-1-201, as amended by this act, but does 1498
not include (i) a deposit account, or (ii) money in an electronic form that 1499
cannot be subjected to control under section 39 of this act. 1500
[(55)] (59) "Mortgage" means a consensual interest in real property, 1501
including fixtures, which secures payment or performance of an 1502
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obligation. 1503
[(56)] (60) "New debtor" means a person that becomes bound as 1504
debtor under subsection (d) of section 42a-9-203 by a security agreement 1505
previously entered into by another person. 1506
[(57)] (61) "New value" means (i) money, (ii) money's worth in 1507
property, services or new credit, or (iii) release by a transferee of an 1508
interest in property previously transferred to the transferee. The term 1509
does not include an obligation substituted for another obligation. 1510
[(58)] (62) "Noncash proceeds" means proceeds other than cash 1511
proceeds. 1512
[(59)] (63) "Obligor" means a person that, with respect to an obligation 1513
secured by a security interest in or an agricultural lien on the collateral, 1514
(i) owes payment or other performance of the obligation, (ii) has 1515
provided property other than the collateral to secure payment or other 1516
performance of the obligation, or (iii) is otherwise accountable in whole 1517
or in part for payment or other performance of the obligation. The term 1518
does not include issuers or nominated persons under a letter of credit. 1519
[(60)] (64) "Original debtor", except as used in subsection (c) of section 1520
42a-9-310, means a person that, as debtor, entered into a security 1521
agreement to which a new debtor has become bound under subsection 1522
(d) of section 42a-9-203. 1523
[(61)] (65) "Payment intangible" means a general intangible under 1524
which the account debtor's principal obligation is a monetary obligation. 1525
The term includes a controllable payment intangible. 1526
[(62)] (66) "Person related to", with respect to an individual, means: 1527
(A) The spouse of the individual; 1528
(B) A brother, brother-in-law, sister or sister-in-law of the individual; 1529
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(C) An ancestor or lineal descendant of the individual or the 1530
individual's spouse; or 1531
(D) Any other relative, by blood or marriage, of the individual or the 1532
individual's spouse who shares the same home with the individual. 1533
[(63)] (67) "Person related to", with respect to an organization, means: 1534
(A) A person directly or indirectly controlling, controlled by or under 1535
common control with the organization; 1536
(B) An officer or director of, or a person performing similar functions 1537
with respect to, the organization; 1538
(C) An officer or director of, or a person performing similar functions 1539
with respect to, a person described in subparagraph (A); 1540
(D) The spouse of an individual described in subparagraph (A), (B) 1541
or (C); or 1542
(E) An individual who is related by blood or marriage to an 1543
individual described in subparagraph (A), (B), (C) or (D) and shares the 1544
same home with the individual. 1545
[(64)] (68) "Proceeds", except as used in subsection (b) of section 42a-1546
9-609, means the following property: 1547
(A) Whatever is acquired upon the sale, lease, license, exchange or 1548
other disposition of collateral; 1549
(B) Whatever is collected on, or distributed on account of, collateral; 1550
(C) Rights arising out of collateral; 1551
(D) To the extent of the value of collateral, claims arising out of the 1552
loss, nonconformity or interference with the use of, defects or 1553
infringement of rights in, or damage to, the collateral; or 1554
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(E) To the extent of the value of collateral and to the extent payable to 1555
the debtor or the secured party, insurance payable by reason of the loss 1556
or nonconformity of, defects or infringement of rights in, or damage to, 1557
the collateral. 1558
[(65)] (69) "Promissory note" means an instrument that evidences a 1559
promise to pay a monetary obligation, does not evidence an order to pay 1560
and does not contain an acknowledgment by a bank that the bank has 1561
received for deposit a sum of money or funds. 1562
[(66)] (70) "Proposal" means a record authenticated by a secured party 1563
which includes the terms on which the secured party is willing to accept 1564
collateral in full or partial satisfaction of the obligation it secures 1565
pursuant to sections 42a-9-620, as amended by this act, 42a-9-621, as 1566
amended by this act, and 42a-9-622. 1567
[(67)] (71) "Public-finance transaction" means a secured transaction in 1568
connection with which: 1569
(A) Debt securities are issued; 1570
(B) All or a portion of the securities issued have an initial stated 1571
maturity of at least twenty years; and 1572
(C) The debtor, obligor, secured party, account debtor or other person 1573
obligated on collateral, assignor or assignee of a secured obligation or 1574
assignor or assignee of a security interest is a state or a governmental 1575
unit of a state. 1576
[(68)] (72) "Public organic record" means a record that is available to 1577
the public for inspection and is: 1578
(A) A record consisting of the record initially filed with or issued by 1579
a state or the United States to form or organize an organization and any 1580
record filed with or issued by the state or the United States which 1581
amends or restates the initial record; 1582
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(B) An organic record of a business trust consisting of the record 1583
initially filed with a state and any record filed with the state which 1584
amends or restates the initial record, if a statute of the state governing 1585
business trusts requires that the record be filed with the state; or 1586
(C) A record consisting of legislation enacted by the legislature of a 1587
state or the Congress of the United States which forms or organizes an 1588
organization, any record amending the legislation and any record filed 1589
with or issued by the state or the United States which amends or restates 1590
the name of the organization. 1591
[(69)] (73) "Pursuant to commitment", with respect to an advance 1592
made or other value given by a secured party, means pursuant to the 1593
secured party's obligation, whether or not a subsequent event of default 1594
or other event not within the secured party's control has relieved or may 1595
relieve the secured party from its obligation. 1596
[(70)] (74) "Record", except as used in "for record", "of record", "record 1597
or legal title" and "record owner", means information that is inscribed 1598
on a tangible medium or which is stored in an electronic or other 1599
medium and is retrievable in perceivable form. 1600
[(71)] (75) "Registered organization" means an organization formed 1601
or organized solely under the law of a single state or the United States 1602
by the filing of a public organic record with, the issuance of a public 1603
organic record by or the enactment of legislation by the state or the 1604
United States. The term includes a business trust that is formed or 1605
organized under the law of a single state if a statute of the state 1606
governing business trusts requires that the business trust's organic 1607
record be filed with the state. 1608
[(72)] (76) "Secondary obligor" means an obligor to the extent that: 1609
(A) The obligor's obligation is secondary; or 1610
(B) The obligor has a right of recourse with respect to an obligation 1611
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secured by collateral against the debtor, another obligor or property of 1612
either. 1613
[(73)] (77) "Secured party" means: 1614
(A) A person in whose favor a security interest is created or provided 1615
for under a security agreement, whether or not any obligation to be 1616
secured is outstanding; 1617
(B) A person that holds an agricultural lien; 1618
(C) A consignor; 1619
(D) A person to which accounts, chattel paper, payment intangibles 1620
or promissory notes have been sold; 1621
(E) A trustee, indenture trustee, agent, collateral agent or other 1622
representative in whose favor a security interest or agricultural lien is 1623
created or provided for; or 1624
(F) A person that holds a security interest arising under section 42a-1625
2-401, section 42a-2-505, subsection (3) of section 42a-2-711, subsection 1626
(d) of section 42a-2A-724, section 42a-4-210 or section 42a-5-118. 1627
[(74)] (78) "Security agreement" means an agreement that creates or 1628
provides for a security interest. 1629
[(75) "Send", in connection with a record or notification, means: 1630
(A) To deposit in the mail, deliver for transmission or transmit by any 1631
other usual means of communication, with postage or cost of 1632
transmission provided for, addressed to any address reasonable under 1633
the circumstances; or 1634
(B) To cause the record or notification to be received within the time 1635
that it would have been received if properly sent under subparagraph 1636
(A).] 1637
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[(76)] (79) "Software" means a computer program and any supporting 1638
information provided in connection with a transaction relating to the 1639
program. The term does not include a computer program that is 1640
included in the definition of goods. 1641
[(77)] (80) "State" means a state of the United States, the District of 1642
Columbia, Puerto Rico, the United States Virgin Islands or any territory 1643
or insular possession subject to the jurisdiction of the United States. 1644
[(78)] (81) "Supporting obligation" means a letter-of-credit right or 1645
secondary obligation that supports the payment or performance of an 1646
account, chattel paper, a document, a general intangible, an instrument 1647
or investment property. 1648
[(79) "Tangible chattel paper" means chattel paper evidenced by a 1649
record or records consisting of information that is inscribed on a 1650
tangible medium.] 1651
(82) "Tangible money" means money in a tangible form. 1652
[(80)] (83) "Termination statement" means an amendment of a 1653
financing statement which: 1654
(A) Identifies, by its file number or, in the case of a recording with a 1655
filing office described in subdivision (1) of subsection (a) of section 42a-1656
9-501, by book and page number, the initial financing statement to 1657
which it relates; and 1658
(B) Indicates either that it is a termination statement or that the 1659
identified financing statement is no longer effective. 1660
[(81)] (84) "Transmitting utility" means a person primarily engaged in 1661
the business of: 1662
(A) Operating a railroad, subway, street railway or trolley bus; 1663
(B) Transmitting communications electrically, electromagnetically or 1664
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by light; 1665
(C) Transmitting goods by pipeline or sewer; or 1666
(D) Transmitting or producing and transmitting electricity, steam, 1667
gas or water. 1668
(b) "Control" as provided in section 42a-7-106, as amended by this act, 1669
and the following definitions in other articles apply to this article: 1670
T36 "Applicant". Section 42a-5-102.
T37 "Beneficiary". Section 42a-5-102.
T38 "Broker". Section 42a-8-102, as amended by this act.
T39 "Certificated security". Section 42a-8-102, as amended by this act.
T40 "Check". Section 42a-3-104, as amended by this act.
T41 "Clearing corporation". Section 42a-8-102, as amended by this act.
T42 "Contract for sale". Section 42a-2-106, as amended by this act.
T43 "Controllable electronic record". Section 87 of this act.
T44 "Customer". Section 42a-4-104.
T45 "Entitlement holder". Section 42a-8-102, as amended by this act.
T46 "Financial asset". Section 42a-8-102, as amended by this act.
T47 "Holder in due course". Section 42a-3-302.
T48 "Issuer" (with respect to a letter of credit or letter-of-credit right). Section
42a-5-102.
T49 "Issuer" (with respect to a security). Section 42a-8-201.
T50 "Issuer" (with respect to documents of title). Section 42a-7-102, as
amended by this act.
T51 "Lease". Section 42a-2A-102, as amended by this act.
T52 "Lease agreement". Section 42a-2A-102, as amended by this act.
T53 "Lease contract". Section 42a-2A-102, as amended by this act.
T54 "Leasehold interest". Section 42a-2A-102, as amended by this act.
T55 "Lessee". Section 42a-2A-102, as amended by this act.
T56 "Lessee in ordinary course of business". Section 42a-2A-102, as amended
by this act.
T57 "Lessor". Section 42a-2A-102, as amended by this act.
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T58 "Lessor's residual interest". Section 42a-2A-102, as amended by this act.
T59 "Letter of credit". Section 42a-5-102.
T60 "Merchant". Section 42a-2-104.
T61 "Negotiable instrument". Section 42a-3-104, as amended by this act.
T62 "Nominated person". Section 42a-5-102.
T63 "Note". Section 42a-3-104, as amended by this act.
T64 "Proceeds of a letter of credit". Section 42a-5-114.
T65 "Protected purchaser". Section 42a-8-303, as amended by this act.
T66 "Prove". Section 42a-3-103.
T67 "Qualifying purchaser". Section 87 of this act.
T68 "Sale". Section 42a-2-106, as amended by this act.
T69 "Securities account". Section 42a-8-501.
T70 "Securities intermediary". Section 42a-8-102, as amended by this act.
T71 "Security". Section 42a-8-102, as amended by this act.
T72 "Security certificate". Section 42a-8-102, as amended by this act.
T73 "Security entitlement". Section 42a-8-102, as amended by this act.
T74 "Uncertificated security". Section 42a-8-102, as amended by this act.
(c) Article 1 contains general definitions and principles of 1671
construction and interpretation applicable throughout this article. 1672
Sec. 37. Section 42a-9-104 of the general statutes is repealed and the 1673
following is substituted in lieu thereof (Effective January 1, 2026): 1674
(a) A secured party has control of a deposit account if: 1675
(1) The secured party is the bank with which the deposit account is 1676
maintained; 1677
(2) The debtor, secured party and bank have agreed in [an 1678
authenticated] a signed record that the bank will comply with 1679
instructions originated by the secured party directing disposition of the 1680
funds in the deposit account without further consent by the debtor; [or] 1681
(3) The secured party becomes the bank's customer with respect to 1682
the deposit account; or 1683
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(4) Another person, other than the debtor: 1684
(A) Has control of the deposit account and acknowledges that it has 1685
control on behalf of the secured party; or 1686
(B) obtains control of the deposit account after having acknowledged 1687
that it will obtain control of the deposit account on behalf of the secured 1688
party. 1689
(b) A secured party that has satisfied subsection (a) of this section has 1690
control, even if the debtor retains the right to direct the disposition of 1691
funds from the deposit account. 1692
Sec. 38. Section 42a-9-105 of the general statutes is repealed and the 1693
following is substituted in lieu thereof (Effective January 1, 2026): 1694
[(a) A secured party has control of electronic chattel paper if a system 1695
employed for evidencing the transfer of interests in the chattel paper 1696
reliably establishes the secured party as the person to which the chattel 1697
paper was assigned. 1698
(b) A system satisfies subsection (a) of this section if the record or 1699
records comprising the chattel paper are created, stored and assigned in 1700
such a manner that: 1701
(1) A single authoritative copy of the record or records exists which 1702
is unique, identifiable and, except as otherwise provided in subdivisions 1703
(4), (5) and (6) of this subsection, unalterable; 1704
(2) The authoritative copy identifies the secured party as the assignee 1705
of the record or records; 1706
(3) The authoritative copy is communicated to and maintained by the 1707
secured party or its designated custodian; 1708
(4) Copies or amendments that add or change an identified assignee 1709
of the authoritative copy can be made only with the consent of the 1710
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secured party; 1711
(5) Each copy of the authoritative copy and any copy of a copy is 1712
readily identifiable as a copy that is not the authoritative copy; and 1713
(6) Any amendment of the authoritative copy is readily identifiable 1714
as authorized or unauthorized.] 1715
(a) A purchaser has control of an authoritative electronic copy of a 1716
record evidencing chattel paper if a system employed for evidencing the 1717
assignment of interests in the chattel paper reliably establishes the 1718
purchaser as the person to which the authoritative electronic copy was 1719
assigned. 1720
(b) A system satisfies subsection (a) of this section if the record or 1721
records evidencing the chattel paper are created, stored and assigned in 1722
a manner that: 1723
(1) A single authoritative copy of the record or records exists which 1724
is unique, identifiable and, except as otherwise provided in subdivisions 1725
(4), (5) and (6) of this subsection, unalterable; 1726
(2) The authoritative copy identifies the purchaser as the assignee of 1727
the record or records; 1728
(3) The authoritative copy is communicated to and maintained by the 1729
purchaser or its designated custodian; 1730
(4) Copies or amendments that add or change an identified assignee 1731
of the authoritative copy can be made only with the consent of the 1732
purchaser; 1733
(5) Each copy of the authoritative copy and any copy of a copy is 1734
readily identifiable as a copy that is not the authoritative copy; and 1735
(6) Any amendment of the authoritative copy is readily identifiable 1736
as authorized or unauthorized. 1737
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(c) A system satisfies subsection (a) of this section, and a purchaser 1738
has control of an authoritative electronic copy of a record evidencing 1739
chattel paper, if the electronic copy, a record attached to or logically 1740
associated with the electronic copy or a system in which the electronic 1741
copy is recorded: 1742
(1) Enables the purchaser readily to identify each electronic copy as 1743
either an authoritative copy or a nonauthoritative copy; 1744
(2) Enables the purchaser readily to identify itself in any way, 1745
including by name, identifying number, cryptographic key, office or 1746
account number, as the assignee of the authoritative electronic copy; and 1747
(3) Gives the purchaser exclusive power, subject to subsection (d) of 1748
this section, to: 1749
(A) Prevent others from adding or changing an identified assignee of 1750
the authoritative electronic copy; and 1751
(B) Transfer control of the authoritative electronic copy. 1752
(d) Subject to subsection (e) of this section, a power is exclusive under 1753
subparagraphs (A) and (B) of subdivision (3) of subsection (c) of this 1754
section even if: 1755
(1) The authoritative electronic copy, a record attached to or logically 1756
associated with the authoritative electronic copy or a system in which 1757
the authoritative electronic copy is recorded limits the use of the 1758
authoritative electronic copy or has a protocol programmed to cause a 1759
change, including a transfer or loss of control; or 1760
(2) The power is shared with another person. 1761
(e) A power of a purchaser is not shared with another person under 1762
subdivision (2) of subsection (d) of this section and the purchaser's 1763
power is not exclusive if: 1764
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(1) The purchaser can exercise the power only if the power also is 1765
exercised by the other person; and 1766
(2) The other person: 1767
(A) Can exercise the power without exercise of the power by the 1768
purchaser; or 1769
(B) Is the transferor to the purchaser of an interest in the chattel paper. 1770
(f) If a purchaser has the powers specified in subparagraphs (A) and 1771
(B) of subdivision (3) of subsection (c) of this section, the powers are 1772
presumed to be exclusive. 1773
(g) A purchaser has control of an authoritative electronic copy of a 1774
record evidencing chattel paper if another person, other than the 1775
transferor to the purchaser of an interest in the chattel paper: 1776
(1) Has control of the authoritative electronic copy and acknowledges 1777
that it has control on behalf of the purchaser; or 1778
(2) Obtains control of the authoritative electronic copy after having 1779
acknowledged that it will obtain control of the electronic copy on behalf 1780
of the purchaser. 1781
Sec. 39. (NEW) (Effective January 1, 2026) (a) A person has control of 1782
electronic money if: (1) The electronic money, a record attached to or 1783
logically associated with the electronic money or a system in which the 1784
electronic money is recorded gives the person: 1785
(A) Power to avail itself of substantially all the benefit from the 1786
electronic money; and 1787
(B) Exclusive power, subject to subsection (b) of this section, to: 1788
(i) Prevent others from availing themselves of substantially all the 1789
benefit from the electronic money; and 1790
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(ii) Transfer control of the electronic money to another person or 1791
cause another person to obtain control of other electronic money as a 1792
result of the transfer of the electronic money; and 1793
(2) The electronic money, a record attached to or logically associated 1794
with the electronic money or a system in which the electronic money is 1795
recorded enables the person readily to identify itself in any way, 1796
including by name, identifying number, cryptographic key, office or 1797
account number, as having the powers under subdivision (1) of this 1798
subsection. 1799
(b) Subject to subsection (c) of this section, a power is exclusive under 1800
subparagraph (B) of subdivision (1) of subsection (a) of this section even 1801
if: 1802
(1) The electronic money, a record attached to or logically associated 1803
with the electronic money or a system in which the electronic money is 1804
recorded limits the use of the electronic money or has a protocol 1805
programmed to cause a change, including a transfer or loss of control; 1806
or 1807
(2) The power is shared with another person. 1808
(c) A power of a person is not shared with another person under 1809
subdivision (2) of subsection (b) of this section and the person's power 1810
is not exclusive if: 1811
(1) The person can exercise the power only if the power also is 1812
exercised by the other person; and 1813
(2) The other person: (A) Can exercise the power without exercise of 1814
the power by the person; or (B) is the transferor to the person of an 1815
interest in the electronic money. 1816
(d) If a person has the powers specified in subparagraph (B) of 1817
subdivision (1) of subsection (a) of this section, the powers are presumed 1818
to be exclusive. 1819
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(e) A person has control of electronic money if another person, other 1820
than the transferor to the person of an interest in the electronic money: 1821
(1) Has control of the electronic money and acknowledges that it has 1822
control on behalf of the person; or 1823
(2) Obtains control of the electronic money after having 1824
acknowledged that it will obtain control of the electronic money on 1825
behalf of the person. 1826
Sec. 40. (NEW) (Effective January 1, 2026) (a) A secured party has 1827
control of a controllable electronic record as provided in section 90 of 1828
this act. 1829
(b) A secured party has control of a controllable account or 1830
controllable payment intangible if the secured party has control of the 1831
controllable electronic record that evidences the controllable account or 1832
controllable payment intangible. 1833
Sec. 41. (NEW) (Effective January 1, 2026) (a) A person that has control 1834
under section 42a-9-104, as amended by this act, 42a-9-105, as amended 1835
by this act, or section 39 of this act is not required to acknowledge that 1836
it has control on behalf of another person. 1837
(b) If a person acknowledges that it has or will obtain control on 1838
behalf of another person, unless the person otherwise agrees or law 1839
other than this article otherwise provides, the person does not owe any 1840
duty to the other person and is not required to confirm the 1841
acknowledgment to any other person. 1842
Sec. 42. Subsection (b) of section 42a-9-203 of the general statutes is 1843
repealed and the following is substituted in lieu thereof (Effective January 1844
1, 2026): 1845
(b) Except as otherwise provided in subsections (c) to (i), inclusive, of 1846
this section, a security interest is enforceable against the debtor and 1847
third parties with respect to the collateral only if: 1848
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(1) Value has been given; 1849
(2) The debtor has rights in the collateral or the power to transfer 1850
rights in the collateral to a secured party; and 1851
(3) One of the following conditions is met: 1852
(A) The debtor has [authenticated] signed a security agreement that 1853
provides a description of the collateral and, if the security interest covers 1854
timber to be cut, a description of the land concerned; 1855
(B) The collateral is not a certificated security and is in the possession 1856
of the secured party under section 42a-9-313, as amended by this act, 1857
pursuant to the debtor's security agreement; 1858
(C) The collateral is a certificated security in registered form and the 1859
security certificate has been delivered to the secured party under section 1860
42a-8-301 pursuant to the debtor's security agreement; or 1861
(D) The collateral is controllable accounts, controllable electronic 1862
records, controllable payment intangibles, deposit accounts, [electronic 1863
chattel paper] electronic documents, electronic money, investment 1864
property [,] or letter-of-credit rights, [or electronic documents,] and the 1865
secured party has control under section 42a-7-106, as amended by this 1866
act, 42a-9-104, as amended by this act, 42a-9-105, as amended by this act, 1867
42a-9-106, [or] 42a-9-107 or section 40 of this act, pursuant to the debtor's 1868
security agreement; or 1869
(E) The collateral is chattel paper and the secured party has 1870
possession and control under section 57 of this act, pursuant to the 1871
debtor's security agreement. 1872
Sec. 43. Section 42a-9-204 of the general statutes is repealed and the 1873
following is substituted in lieu thereof (Effective January 1, 2026): 1874
(a) Except as otherwise provided in subsection (b), a security 1875
agreement may create or provide for a security interest in after-acquired 1876
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collateral. 1877
(b) [A] Subject to the provisions of subsection (c) of this section, a 1878
security interest does not attach under a term constituting an 1879
after-acquired property clause to: 1880
(1) Consumer goods, other than an accession when given as 1881
additional security, unless the debtor acquires rights in them within ten 1882
days after the secured party gives value; or 1883
(2) A commercial tort claim. 1884
(c) Subsection (b) of this section does not prevent a security interest 1885
from attaching: 1886
(1) To consumer goods as proceeds under subsection (a) of section 1887
42a-9-315 or commingled goods under subsection (c) of section 42a-9 1888
336; 1889
(2) To a commercial tort claim as proceeds under subsection (a) of 1890
section 42a-9-315; or 1891
(3) Under an after-acquired property clause to property that is 1892
proceeds of consumer goods or a commercial tort claim. 1893
[(c)] (d) A security agreement may provide that collateral secures, or 1894
that accounts, chattel paper, payment intangibles or promissory notes 1895
are sold in connection with, future advances or other value, whether or 1896
not the advances or value are given pursuant to commitment. 1897
Sec. 44. Subsection (c) of section 42a-9-207 of the general statutes is 1898
repealed and the following is substituted in lieu thereof (Effective January 1899
1, 2026): 1900
(c) Except as otherwise agreed by a debtor other than a consumer 1901
debtor or as otherwise provided in subsection (d) of this section, a 1902
secured party having possession of collateral or control of collateral 1903
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under section 42a-7-106, as amended by this act, 42a-9-104, as amended 1904
by this act, 42a-9-105, as amended by this act, section 39 of this act, 42a-1905
9-106, [or] 42a-9-107 or section 40 of this act: 1906
(1) May hold as additional security any proceeds, except money or 1907
funds, received from the collateral; 1908
(2) Shall apply money or funds received from the collateral to reduce 1909
the secured obligation, unless remitted to the debtor; and 1910
(3) May create a security interest in the collateral. 1911
Sec. 45. Subsection (b) of section 42a-9-208 of the general statutes is 1912
repealed and the following is substituted in lieu thereof (Effective January 1913
1, 2026): 1914
(b) Within ten days after receiving [an authenticated] a signed 1915
demand by the debtor: 1916
(1) A secured party having control of a deposit account under 1917
subdivision (2) of subsection (a) of section 42a-9-104, as amended by this 1918
act, shall send to the bank with which the deposit account is maintained 1919
[an authenticated statement] a signed record that releases the bank from 1920
any further obligation to comply with instructions originated by the 1921
secured party; 1922
(2) A secured party having control of a deposit account under 1923
subdivision (3) of subsection (a) of section 42a-9-104, as amended by this 1924
act, shall: 1925
(A) Pay the debtor the balance on deposit in the deposit account; or 1926
(B) Transfer the balance on deposit into a deposit account in the 1927
debtor's name; 1928
[(3) A secured party, other than a buyer, having control of electronic 1929
chattel paper under section 42a-9-105 shall: 1930
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(A) Communicate the authoritative copy of the electronic chattel 1931
paper to the debtor or its designated custodian; 1932
(B) If the debtor designates a custodian that is the designated 1933
custodian with which the authoritative copy of the electronic chattel 1934
paper is maintained for the secured party, communicate to the 1935
custodian an authenticated record releasing the designated custodian 1936
from any further obligation to comply with instructions originated by 1937
the secured party and instructing the custodian to comply with 1938
instructions originated by the debtor; and 1939
(C) Take appropriate action to enable the debtor or its designated 1940
custodian to make copies of or revisions to the authoritative copy which 1941
add or change an identified assignee of the authoritative copy without 1942
the consent of the secured party;] 1943
(3) A secured party, other than a buyer, having control under section 1944
42a-9-105, as amended by this act, of an authoritative electronic copy of 1945
a record evidencing chattel paper shall transfer control of the electronic 1946
copy to the debtor or a person designated by the debtor; 1947
(4) A secured party having control of investment property under 1948
subdivision (2) of subsection (d) of section 42a-8-106, as amended by this 1949
act, or subsection (b) of section 42a-9-106 shall send to the securities 1950
intermediary or commodity intermediary with which the security 1951
entitlement or commodity contract is maintained [an authenticated] a 1952
signed record that releases the securities intermediary or commodity 1953
intermediary from any further obligation to comply with entitlement 1954
orders or directions originated by the secured party; 1955
(5) A secured party having control of a letter-of-credit right under 1956
section 42a-9-107 shall send to each person having an unfulfilled 1957
obligation to pay or deliver proceeds of the letter of credit to the secured 1958
party [an authenticated] a signed release from any further obligation to 1959
pay or deliver proceeds of the letter of credit to the secured party; [and] 1960
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[(6) A secured party having control of an electronic document shall: 1961
(A) Give control of the electronic document to the debtor or its 1962
designated custodian; 1963
(B) If the debtor designates a custodian that is the designated 1964
custodian with which the authoritative copy of the electronic document 1965
is maintained for the secured party, communicate to the custodian an 1966
authenticated record releasing the designated custodian from any 1967
further obligation to comply with instructions originated by the secured 1968
party and instructing the custodian to comply with instructions 1969
originated by the debtor; and 1970
(C) Take appropriate action to enable the debtor or its designated 1971
custodian to make copies of or revisions to the authoritative copy which 1972
add or change an identified assignee of the authoritative copy without 1973
the consent of the secured party.] 1974
(6) A secured party having control under section 42a-9-105, as 1975
amended by this act, of an authoritative electronic copy of an electronic 1976
document shall transfer control of the electronic copy to the debtor or a 1977
person designated by the debtor; 1978
(7) A secured party having control under section 39 of this act of 1979
electronic money shall transfer control of the electronic money to the 1980
debtor or a person designated by the debtor; and 1981
(8) A secured party having control under section 90 of this act of a 1982
controllable electronic record, other than a buyer of a controllable 1983
account or controllable payment intangible evidenced by the 1984
controllable electronic record, shall transfer control of the controllable 1985
electronic record to the debtor or a person designated by the debtor. 1986
Sec. 46. Subsection (b) of section 42a-9-209 of the general statutes is 1987
repealed and the following is substituted in lieu thereof (Effective January 1988
1, 2026): 1989
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(b) Within ten days after receiving [an authenticated] a signed 1990
demand by the debtor, a secured party shall send to an account debtor 1991
that has received notification under subsection (a) of section 42a-9-406 1992
or subsection (b) of section 91 of this act of an assignment to the secured 1993
party as assignee [under subsection (a) of section 42a-9-406 an 1994
authenticated] a signed record that releases the account debtor from any 1995
further obligation to the secured party. 1996
Sec. 47. Section 42a-9-210 of the general statutes is repealed and the 1997
following is substituted in lieu thereof (Effective January 1, 2026): 1998
(a) In this section: 1999
(1) "Request" means a record of a type described in subdivision (2), 2000
(3) or (4) of this subsection. 2001
(2) "Request for an accounting" means a record [authenticated] signed 2002
by a debtor requesting that the recipient provide an accounting of the 2003
unpaid obligations secured by collateral and reasonably identifying the 2004
transaction or relationship that is the subject of the request. 2005
(3) "Request regarding a list of collateral" means a record 2006
[authenticated] signed by a debtor requesting that the recipient approve 2007
or correct a list of what the debtor believes to be the collateral securing 2008
an obligation and reasonably identifying the transaction or relationship 2009
that is the subject of the request. 2010
(4) "Request regarding a statement of account" means a record 2011
[authenticated] signed by a debtor requesting that the recipient approve 2012
or correct a statement indicating what the debtor believes to be the 2013
aggregate amount of unpaid obligations secured by collateral as of a 2014
specified date and reasonably identifying the transaction or relationship 2015
that is the subject of the request. 2016
(b) Subject to subsections (c), (d), (e) and (f) of this section, a secured 2017
party, other than a buyer of accounts, chattel paper, payment intangibles 2018
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or promissory notes or a consignor, shall comply with a request within 2019
fourteen days after receipt: 2020
(1) In the case of a request for an accounting, by [authenticating] 2021
signing and sending to the debtor an accounting; and 2022
(2) In the case of a request regarding a list of collateral or a request 2023
regarding a statement of account, by [authenticating] signing and 2024
sending to the debtor an approval or correction. 2025
(c) A secured party that claims a security interest in all of a particular 2026
type of collateral owned by the debtor may comply with a request 2027
regarding a list of collateral by sending to the debtor [an authenticated] 2028
a signed record including a statement to that effect within fourteen days 2029
after receipt. 2030
(d) A person that receives a request regarding a list of collateral, 2031
claims no interest in the collateral when it receives the request, and 2032
claimed an interest in the collateral at an earlier time shall comply with 2033
the request within fourteen days after receipt by sending to the debtor 2034
[an authenticated] a signed record: 2035
(1) Disclaiming any interest in the collateral; and 2036
(2) If known to the recipient, providing the name and mailing address 2037
of any assignee of or successor to the recipient's interest in the collateral. 2038
(e) A person that receives a request for an accounting or a request 2039
regarding a statement of account, claims no interest in the obligations 2040
when it receives the request and claimed an interest in the obligations at 2041
an earlier time shall comply with the request within fourteen days after 2042
receipt by sending to the debtor an authenticated record: 2043
(1) Disclaiming any interest in the obligations; and 2044
(2) If known to the recipient, providing the name and mailing address 2045
of any assignee of or successor to the recipient's interest in the 2046
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obligations. 2047
(f) A debtor is entitled without charge to one response to a request 2048
under this section during any six-month period. The secured party may 2049
require payment of a charge not exceeding twenty-five dollars for each 2050
additional response. 2051
Sec. 48. Section 42a-9-301 of the general statutes is repealed and the 2052
following is substituted in lieu thereof (Effective January 1, 2026): 2053
Except as otherwise provided in sections 42a-9-303 to [42a-9-306, 2054
inclusive] section 52, inclusive, of this act, the following rules determine 2055
the law governing perfection, the effect of perfection or nonperfection 2056
and the priority of a security interest in collateral: 2057
(1) Except as otherwise provided in this section, while a debtor is 2058
located in a jurisdiction, the local law of that jurisdiction governs 2059
perfection, the effect of perfection or nonperfection and the priority of a 2060
security interest in collateral. 2061
(2) While collateral is located in a jurisdiction, the local law of that 2062
jurisdiction governs perfection, the effect of perfection or nonperfection 2063
and the priority of a possessory security interest in that collateral. 2064
(3) Except as otherwise provided in subdivision (4) of this section, 2065
while [tangible] negotiable tangible documents, goods, instruments [, 2066
money or tangible chattel paper] or tangible money is located in a 2067
jurisdiction, the local law of that jurisdiction governs: 2068
(A) Perfection of a security interest in the goods by filing a fixture 2069
filing; 2070
(B) Perfection of a security interest in timber to be cut; and 2071
(C) The effect of perfection or nonperfection and the priority of a 2072
nonpossessory security interest in the collateral. 2073
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(4) The local law of the jurisdiction in which the wellhead or 2074
minehead is located governs perfection, the effect of perfection or 2075
nonperfection and the priority of a security interest in as-extracted 2076
collateral. 2077
Sec. 49. Subsection (a) of section 42a-9-304 of the general statutes is 2078
repealed and the following is substituted in lieu thereof (Effective January 2079
1, 2026): 2080
(a) The local law of a bank's jurisdiction governs perfection, the effect 2081
of perfection or nonperfection and the priority of a security interest in a 2082
deposit account maintained with that bank even if the transaction does 2083
not bear any relation to the bank's jurisdiction. 2084
Sec. 50. Subsection (a) of section 42a-9-305 of the general statutes is 2085
repealed and the following is substituted in lieu thereof (Effective January 2086
1, 2026): 2087
(a) Except as otherwise provided in subsection (c) of this section, the 2088
following rules apply: 2089
(1) While a security certificate is located in a jurisdiction, the local law 2090
of that jurisdiction governs perfection, the effect of perfection or 2091
nonperfection and the priority of a security interest in the certificated 2092
security represented thereby. 2093
(2) The local law of the issuer's jurisdiction as specified in subsection 2094
(d) of section 42a-8-110 governs perfection, the effect of perfection or 2095
nonperfection and the priority of a security interest in an uncertificated 2096
security. 2097
(3) The local law of the securities intermediary's jurisdiction as 2098
specified in subsection (e) of section 42a-8-110 governs perfection, the 2099
effect of perfection or nonperfection and the priority of a security 2100
interest in a security entitlement or securities account. 2101
(4) The local law of the commodity intermediary's jurisdiction 2102
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governs perfection, the effect of perfection or nonperfection and the 2103
priority of a security interest in a commodity contract or commodity 2104
account. 2105
(5) Subdivisions (2), (3) and (4) of this subsection apply even if the 2106
transaction does not bear any relation to the jurisdiction. 2107
Sec. 51. (NEW) (Effective January 1, 2026) (a) Except as provided in 2108
subsection (d) of this section, if chattel paper is evidenced only by an 2109
authoritative electronic copy of the chattel paper or is evidenced by an 2110
authoritative electronic copy and an authoritative tangible copy, the 2111
local law of the chattel paper's jurisdiction governs perfection, the effect 2112
of perfection or nonperfection and the priority of a security interest in 2113
the chattel paper even if the transaction does not bear any relation to the 2114
chattel paper's jurisdiction. 2115
(b) The following rules determine the chattel paper's jurisdiction 2116
under this section: 2117
(1) If the authoritative electronic copy of the record evidencing chattel 2118
paper, or a record attached to or logically associated with the electronic 2119
copy and readily available for review, expressly provides that a 2120
particular jurisdiction is the chattel paper's jurisdiction for purposes of 2121
this part, this article or title 42a of the general statutes, that jurisdiction 2122
is the chattel paper's jurisdiction. 2123
(2) If subdivision (1) of this subsection does not apply and the rules 2124
of the system in which the authoritative electronic copy is recorded are 2125
readily available for review and expressly provide that a particular 2126
jurisdiction is the chattel paper's jurisdiction for purposes of this part, 2127
this article or title 42a of the general statutes, that jurisdiction is the 2128
chattel paper's jurisdiction. 2129
(3) If subdivisions (1) and (2) of this subsection do not apply and the 2130
authoritative electronic copy, or a record attached to or logically 2131
associated with the electronic copy and readily available for review, 2132
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expressly provides that the chattel paper is governed by the law of a 2133
particular jurisdiction, that jurisdiction is the chattel paper's jurisdiction. 2134
(4) If subdivisions (1), (2) and (3) of this subsection do not apply and 2135
the rules of the system in which the authoritative electronic copy is 2136
recorded are readily available for review and expressly provide that the 2137
chattel paper or the system is governed by the law of a particular 2138
jurisdiction, that jurisdiction is the chattel paper's jurisdiction. 2139
(5) If subdivisions (1) to (4), inclusive, of this subsection do not apply, 2140
the chattel paper's jurisdiction is the jurisdiction in which the debtor is 2141
located. 2142
(c) If an authoritative tangible copy of a record evidences chattel 2143
paper and the chattel paper is not evidenced by an authoritative 2144
electronic copy, while the authoritative tangible copy of the record 2145
evidencing chattel paper is located in a jurisdiction, the local law of that 2146
jurisdiction governs: 2147
(1) Perfection of a security interest in the chattel paper by possession 2148
under section 57 of this act; and 2149
(2) The effect of perfection or nonperfection and the priority of a 2150
security interest in the chattel paper. 2151
(d) The local law of the jurisdiction in which the debtor is located 2152
governs perfection of a security interest in chattel paper by filing. 2153
Sec. 52. (NEW) (Effective January 1, 2026) (a) Except as provided in 2154
subsection (b) of this section, the local law of the controllable electronic 2155
record's jurisdiction specified in subsections (c) and (d) of section 92 of 2156
this act governs perfection, the effect of perfection or nonperfection and 2157
the priority of a security interest in a controllable electronic record and 2158
a security interest in a controllable account or controllable payment 2159
intangible evidenced by the controllable electronic record. 2160
(b) The local law of the jurisdiction in which the debtor is located 2161
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governs: 2162
(1) Perfection of a security interest in a controllable account, 2163
controllable electronic record or controllable payment intangible by 2164
filing; and 2165
(2) Automatic perfection of a security interest in a controllable 2166
payment intangible created by a sale of the controllable payment 2167
intangible. 2168
Sec. 53. Subsection (b) of section 42a-9-310 of the general statutes is 2169
repealed and the following is substituted in lieu thereof (Effective January 2170
1, 2026): 2171
(b) The filing of a financing statement is not necessary to perfect a 2172
security interest: 2173
(1) That is perfected under subsection (d), (e), (f) or (g) of section 42a-2174
9-308; 2175
(2) That is perfected under section 42a-9-309 when it attaches; 2176
(3) In property subject to a statute, regulation or treaty described in 2177
subsection (a) of section 42a-9-311; 2178
(4) In goods in possession of a bailee which is perfected under 2179
subdivision (1) or (2) of subsection (d) of section 42a-9-312, as amended 2180
by this act; 2181
(5) In certificated securities, documents, goods or instruments which 2182
is perfected without filing, control or possession under subsection (e), 2183
(f) or (g) of section 42a-9-312, as amended by this act; 2184
(6) In collateral in the secured party's possession under section 42a-9-2185
313, as amended by this act; 2186
(7) In a certificated security which is perfected by delivery of the 2187
security certificate to the secured party under section 42a-9-313, as 2188
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amended by this act; 2189
(8) In controllable accounts, controllable electronic records, 2190
controllable payment intangibles, deposit accounts, [electronic chattel 2191
paper,] electronic documents, investment property or letter-of-credit 2192
rights which is perfected by control under section 42a-9-314, as 2193
amended by this act; 2194
(9) In chattel paper which is perfected by possession and control 2195
under section 57 of this act; 2196
[(9)] (10) In proceeds which is perfected under section 42a-9-315; or 2197
[(10)] (11) That is perfected under section 42a-9-316, as amended by 2198
this act. 2199
Sec. 54. Section 42a-9-312 of the general statutes is repealed and the 2200
following is substituted in lieu thereof (Effective January 1, 2026): 2201
(a) A security interest in chattel paper, [negotiable documents] 2202
controllable accounts, controllable electronic records, controllable 2203
payment intangibles, instruments, [or] investment property or 2204
negotiable documents may be perfected by filing. 2205
(b) Except as otherwise provided in subsections (c) and (d) of section 2206
42a-9-315 for proceeds: 2207
(1) A security interest in a deposit account may be perfected only by 2208
control under section 42a-9-314, as amended by this act; 2209
(2) And except as otherwise provided in subsection (d) of section 42a-2210
9-308, a security interest in a letter-of-credit right may be perfected only 2211
by control under section 42a-9-314, as amended by this act; [and] 2212
(3) A security interest in tangible money may be perfected only by the 2213
secured party's taking possession under section 42a-9-313, as amended 2214
by this act; and 2215
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(4) A security interest in electronic money may be perfected only by 2216
control under section 42a-9-314, as amended by this act. 2217
(c) While goods are in the possession of a bailee that has issued a 2218
negotiable document covering the goods: 2219
(1) A security interest in the goods may be perfected by perfecting a 2220
security interest in the document; and 2221
(2) A security interest perfected in the document has priority over any 2222
security interest that becomes perfected in the goods by another method 2223
during that time. 2224
(d) While goods are in the possession of a bailee that has issued a 2225
nonnegotiable document covering the goods, a security interest in the 2226
goods may be perfected by: 2227
(1) Issuance of a document in the name of the secured party; 2228
(2) The bailee's receipt of notification of the secured party's interest; 2229
or 2230
(3) Filing as to the goods. 2231
(e) A security interest in certificated securities, negotiable documents 2232
or instruments is perfected without filing or the taking of possession or 2233
control for a period of twenty days from the time it attaches to the extent 2234
that it arises for new value given under [an authenticated] a signed 2235
security agreement. 2236
(f) A perfected security interest in a negotiable document or goods in 2237
possession of a bailee, other than one that has issued a negotiable 2238
document for the goods, remains perfected for twenty days without 2239
filing if the secured party makes available to the debtor the goods or 2240
documents representing the goods for the purpose of: 2241
(1) Ultimate sale or exchange; or 2242
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(2) Loading, unloading, storing, shipping, transshipping, 2243
manufacturing, processing or otherwise dealing with them in a manner 2244
preliminary to their sale or exchange. 2245
(g) A perfected security interest in a certificated security or 2246
instrument remains perfected for twenty days without filing if the 2247
secured party delivers the security certificate or instrument to the debtor 2248
for the purpose of: 2249
(1) Ultimate sale or exchange; or 2250
(2) Presentation, collection, enforcement, renewal or registration of 2251
transfer. 2252
(h) After the twenty-day period specified in subsection (e), (f) or (g) 2253
of this section expires, perfection depends upon compliance with this 2254
article. 2255
Sec. 55. Section 42a-9-313 of the general statutes is repealed and the 2256
following is substituted in lieu thereof (Effective January 1, 2026): 2257
(a) Except as otherwise provided in subsection (b) of this section, a 2258
secured party may perfect a security interest in [tangible negotiable 2259
documents,] goods, instruments, negotiable tangible documents or 2260
tangible money [or tangible chattel paper] by taking possession of the 2261
collateral. A secured party may perfect a security interest in certificated 2262
securities by taking delivery of the certificated securities under section 2263
42a-8-301. 2264
(b) With respect to goods covered by a certificate of title issued by 2265
this state, a secured party may perfect a security interest in the goods by 2266
taking possession of the goods only in the circumstances described in 2267
subsection (d) of section 42a-9-316, as amended by this act. 2268
(c) With respect to collateral other than certificated securities and 2269
goods covered by a document, a secured party takes possession of 2270
collateral in the possession of a person other than the debtor, the secured 2271
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party or a lessee of the collateral from the debtor in the ordinary course 2272
of the debtor's business, when: 2273
(1) The person in possession [authenticates] signs a record 2274
acknowledging that it holds possession of the collateral for the secured 2275
party's benefit; or 2276
(2) The person takes possession of the collateral after having 2277
[authenticated] signed a record acknowledging that it will hold 2278
possession of the collateral for the secured party's benefit. 2279
(d) If perfection of a security interest depends upon possession of the 2280
collateral by a secured party, perfection occurs [no] not earlier than the 2281
time the secured party takes possession and continues only while the 2282
secured party retains possession. 2283
(e) A security interest in a certificated security in registered form is 2284
perfected by delivery when delivery of the certificated security occurs 2285
under section 42a-8-301 and remains perfected by delivery until the 2286
debtor obtains possession of the security certificate. 2287
(f) A person in possession of collateral is not required to acknowledge 2288
that it holds possession for a secured party's benefit. 2289
(g) If a person acknowledges that it holds possession for the secured 2290
party's benefit: 2291
(1) The acknowledgment is effective under subsection (c) of this 2292
section or subsection (a) of section 42a-8-301, even if the 2293
acknowledgment violates the rights of a debtor; and 2294
(2) Unless the person otherwise agrees or law other than this article 2295
otherwise provides, the person does not owe any duty to the secured 2296
party and is not required to confirm the acknowledgment to another 2297
person. 2298
(h) A secured party having possession of collateral does not 2299
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relinquish possession by delivering the collateral to a person other than 2300
the debtor or a lessee of the collateral from the debtor in the ordinary 2301
course of the debtor's business if the person was instructed before the 2302
delivery or is instructed contemporaneously with the delivery: 2303
(1) To hold possession of the collateral for the secured party's benefit; 2304
or 2305
(2) To redeliver the collateral to the secured party. 2306
(i) A secured party does not relinquish possession, even if a delivery 2307
under subsection (h) of this section violates the rights of a debtor. A 2308
person to which collateral is delivered under subsection (h) of this 2309
section does not owe any duty to the secured party and is not required 2310
to confirm the delivery to another person unless the person otherwise 2311
agrees or law other than this article otherwise provides. 2312
Sec. 56. Section 42a-9-314 of the general statutes is repealed and the 2313
following is substituted in lieu thereof (Effective January 1, 2026): 2314
(a) A security interest in [investment property, deposit accounts, 2315
letter-of-credit rights, electronic chattel paper or electronic documents] 2316
controllable accounts, controllable electronic records, controllable 2317
payment intangibles, deposit accounts, electronic documents, electronic 2318
money, investment property or letter-of-credit rights may be perfected 2319
by control of the collateral under section 42a-7-106, as amended by this 2320
act, 42a-9-104, as amended by this act, [42a-9-105] section 39 of this act, 2321
42a-9-106, [or] 42a-9-107, or section 40 of this act. 2322
(b) A security interest in [deposit accounts, electronic chattel paper, 2323
letter-of-credit rights or electronic documents] controllable accounts, 2324
controllable electronic records, controllable payment intangibles, 2325
deposit accounts, electronic documents, electronic money or letter-of-2326
credit rights is perfected by control under section 42a-7-106, as amended 2327
by this act, 42a-9-104, as amended by this act, [42a-9-105 or] section 39 2328
of this act, 42a-9-107 [when] or section 40 of this act not earlier than the 2329
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time the secured party obtains control and remains perfected by control 2330
only while the secured party retains control. 2331
(c) A security interest in investment property is perfected by control 2332
under section 42a-9-106 [from] not earlier than the time the secured 2333
party obtains control and remains perfected by control until: 2334
(1) The secured party does not have control; and 2335
(2) One of the following occurs: 2336
(A) If the collateral is a certificated security, the debtor has or acquires 2337
possession of the security certificate; 2338
(B) If the collateral is an uncertificated security, the issuer has 2339
registered or registers the debtor as the registered owner; or 2340
(C) If the collateral is a security entitlement, the debtor is or becomes 2341
the entitlement holder. 2342
Sec. 57. (NEW) (Effective January 1, 2026) (a) A secured party may 2343
perfect a security interest in chattel paper by taking possession of each 2344
authoritative tangible copy of the record evidencing the chattel paper 2345
and obtaining control of each authoritative electronic copy of the 2346
electronic record evidencing the chattel paper. 2347
(b) A security interest is perfected under subsection (a) of this section 2348
not earlier than the time the secured party takes possession and obtains 2349
control and remains perfected under subsection (a) of this section only 2350
while the secured party retains possession and control. 2351
(c) Subsection (c) of section 42a-9-313 of the general statutes, as 2352
amended by this act, and subsections (f) to (i), inclusive, of section 42a-2353
9-313 of the general statutes, as amended by this act, apply to perfection 2354
by possession of an authoritative tangible copy of a record evidencing 2355
chattel paper. 2356
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Sec. 58. Section 42a-9-316 of the general statutes is repealed and the 2357
following is substituted in lieu thereof (Effective January 1, 2026): 2358
(a) A security interest perfected pursuant to the law of the jurisdiction 2359
designated in subdivision (1) of section 42a-9-301, as amended by this 2360
act, [or] subsection (c) of section 42a-9-305, subsection (d) of section 51 2361
of this act or subsection (b) of section 52 of this act remains perfected 2362
until the earliest of: 2363
(1) The time perfection would have ceased under the law of that 2364
jurisdiction; 2365
(2) The expiration of four months after a change of the debtor's 2366
location to another jurisdiction; or 2367
(3) The expiration of one year after a transfer of collateral to a person 2368
that thereby becomes a debtor and is located in another jurisdiction. 2369
(b) If a security interest described in subsection (a) of this section 2370
becomes perfected under the law of the other jurisdiction before the 2371
earliest time or event described in [that] said subsection, it remains 2372
perfected thereafter. If the security interest does not become perfected 2373
under the law of the other jurisdiction before the earliest time or event, 2374
it becomes unperfected and is deemed never to have been perfected as 2375
against a purchaser of the collateral for value. 2376
(c) A possessory security interest in collateral, other than goods 2377
covered by a certificate of title and as-extracted collateral consisting of 2378
goods, remains continuously perfected if: 2379
(1) The collateral is located in one jurisdiction and subject to a security 2380
interest perfected under the law of that jurisdiction; 2381
(2) Thereafter the collateral is brought into another jurisdiction; and 2382
(3) Upon entry into the other jurisdiction, the security interest is 2383
perfected under the law of the other jurisdiction. 2384
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(d) Except as otherwise provided in subsection (e) of this section, a 2385
security interest in goods covered by a certificate of title which is 2386
perfected by any method under the law of another jurisdiction when the 2387
goods become covered by a certificate of title from this state remains 2388
perfected until the security interest would have become unperfected 2389
under the law of the other jurisdiction had the goods not become so 2390
covered. 2391
(e) A security interest described in subsection (d) of this section 2392
becomes unperfected as against a purchaser of the goods for value and 2393
is deemed never to have been perfected as against a purchaser of the 2394
goods for value if the applicable requirements for perfection under 2395
subsection (b) of section 42a-9-311 or section 42a-9-313, as amended by 2396
this act, are not satisfied before the earlier of: 2397
(1) The time the security interest would have become unperfected 2398
under the law of the other jurisdiction had the goods not become 2399
covered by a certificate of title from this state; or 2400
(2) The expiration of four months after the goods had become so 2401
covered. 2402
(f) A security interest in chattel paper, controllable accounts, 2403
controllable electronic records, controllable payment intangibles, 2404
deposit accounts, letter-of-credit rights or investment property which is 2405
perfected under the law of the chattel paper's jurisdiction, the 2406
controllable electronic record's jurisdiction, the bank's jurisdiction, the 2407
issuer's jurisdiction, a nominated person's jurisdiction, the securities 2408
intermediary's jurisdiction or the commodity intermediary's 2409
jurisdiction, as applicable, remains perfected until the earlier of: 2410
(1) The time the security interest would have become unperfected 2411
under the law of that jurisdiction; or 2412
(2) The expiration of four months after a change of the applicable 2413
jurisdiction to another jurisdiction. 2414
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(g) If a security interest described in subsection (f) of this section 2415
becomes perfected under the law of the other jurisdiction before the 2416
earlier of the time or the end of the period described in [that] said 2417
subsection, it remains perfected thereafter. If the security interest does 2418
not become perfected under the law of the other jurisdiction before the 2419
earlier of that time or the end of that period, it becomes unperfected and 2420
is deemed never to have been perfected as against a purchaser of the 2421
collateral for value. 2422
(h) The following rules apply to collateral to which a security interest 2423
attaches within four months after the debtor changes its location to 2424
another jurisdiction: 2425
(1) A financing statement filed before the change pursuant to the law 2426
of the jurisdiction designated in subdivision (1) of section 42a-9-301, as 2427
amended by this act, or subsection (c) of section 42a-9-305 is effective to 2428
perfect a security interest in the collateral if the financing statement 2429
would have been effective to perfect a security interest in the collateral 2430
had the debtor not changed its location. 2431
(2) If a security interest perfected by a financing statement that is 2432
effective under subdivision (1) of this subsection becomes perfected 2433
under the law of the other jurisdiction before the earlier of the time the 2434
financing statement would have become ineffective under the law of the 2435
jurisdiction designated in subdivision (1) of section 42a-9-301, as 2436
amended by this act, or subsection (c) of section 42a-9-305 or the 2437
expiration of the four-month period, it remains perfected thereafter. If 2438
the security interest does not become perfected under the law of the 2439
other jurisdiction before the earlier time or event, it becomes 2440
unperfected and is deemed never to have been perfected as against a 2441
purchaser of the collateral for value. 2442
(i) If a financing statement naming an original debtor is filed pursuant 2443
to the law of the jurisdiction designated in subdivision (1) of section 42a-2444
9-301, as amended by this act, or subsection (c) of section 42a-9-305 and 2445
Raised Bill No. 6970
LCO No. 4577 91 of 163
the new debtor is located in another jurisdiction, the following rules 2446
apply: 2447
(1) The financing statement is effective to perfect a security interest in 2448
collateral acquired by the new debtor before, and within four months 2449
after, the new debtor becomes bound under subsection (d) of section 2450
42a-9-203, if the financing statement would have been effective to 2451
perfect a security interest in the collateral had the collateral been 2452
acquired by the original debtor. 2453
(2) A security interest perfected by the financing statement and which 2454
becomes perfected under the law of the other jurisdiction before the 2455
earlier of the time the financing statement would have become 2456
ineffective under the law of the jurisdiction designated in subdivision 2457
(1) of section 42a-9-301, as amended by this act, or subsection (c) of 2458
section 42a-9-305 or the expiration of the four-month period remains 2459
perfected thereafter. A security interest that is perfected by the financing 2460
statement but which does not become perfected under the law of the 2461
other jurisdiction before the earlier time or event becomes unperfected 2462
and is deemed never to have been perfected as against a purchaser of 2463
the collateral for value. 2464
Sec. 59. Section 42a-9-317 of the general statutes is repealed and the 2465
following is substituted in lieu thereof (Effective January 1, 2026): 2466
(a) A security interest or agricultural lien is subordinate to the rights 2467
of: 2468
(1) A person entitled to priority under section 42a-9-322; and 2469
(2) Except as otherwise provided in subsection (e) of this section, a 2470
person that becomes a lien creditor before the earlier of the time: 2471
(A) The security interest or agricultural lien is perfected; or 2472
(B) One of the conditions specified in subdivision (3) of subsection (b) 2473
of section 42a-9-203, as amended by this act, is met and a financing 2474
Raised Bill No. 6970
LCO No. 4577 92 of 163
statement covering the collateral is filed. 2475
(b) Except as otherwise provided in subsection (e) of this section, a 2476
buyer, other than a secured party, of [tangible chattel paper, tangible 2477
documents,] goods, instruments, tangible documents or a certificated 2478
security takes free of a security interest or agricultural lien if the buyer 2479
gives value and receives delivery of the collateral without knowledge of 2480
the security interest or agricultural lien and before it is perfected. 2481
(c) Except as otherwise provided in subsection (e) of this section, a 2482
lessee of goods takes free of a security interest or agricultural lien if the 2483
lessee gives value and receives delivery of the collateral without 2484
knowledge of the security interest or agricultural lien and before it is 2485
perfected. 2486
(d) [A] Subject to the provisions of subsections (f) to (i), inclusive, of 2487
this section, a licensee of a general intangible or a buyer, other than a 2488
secured party, of collateral other than [tangible chattel paper, tangible 2489
documents] electronic money, goods, instruments, tangible documents 2490
or a certificated security takes free of a security interest if the licensee or 2491
buyer gives value without knowledge of the security interest and before 2492
it is perfected. 2493
(e) Except as otherwise provided in sections 42a-9-320 and 42a-9-321, 2494
if a person files a financing statement with respect to a purchase-money 2495
security interest before or within twenty days after the debtor receives 2496
delivery of the collateral, the security interest takes priority over the 2497
rights of a buyer, lessee or lien creditor which arise between the time the 2498
security interest attaches and the time of filing. 2499
(f) A buyer, other than a secured party, of chattel paper takes free of 2500
a security interest if, without knowledge of the security interest and 2501
before it is perfected, the buyer gives value and: 2502
(1) Receives delivery of each authoritative tangible copy of the record 2503
evidencing the chattel paper; and 2504
Raised Bill No. 6970
LCO No. 4577 93 of 163
(2) If each authoritative electronic copy of the record evidencing the 2505
chattel paper can be subjected to control under section 42a-9-105, as 2506
amended by this act, obtains control of each authoritative electronic 2507
copy. 2508
(g) A buyer of an electronic document takes free of a security interest 2509
if, without knowledge of the security interest and before it is perfected, 2510
the buyer gives value and, if each authoritative electronic copy of the 2511
document can be subjected to control under section 42a-7-106, as 2512
amended by this act, obtains control of each authoritative electronic 2513
copy. 2514
(h) A buyer of a controllable electronic record takes free of a security 2515
interest if, without knowledge of the security interest and before it is 2516
perfected, the buyer gives value and obtains control of the controllable 2517
electronic record. 2518
(i) A buyer, other than a secured party, of a controllable account or a 2519
controllable payment intangible takes free of a security interest if, 2520
without knowledge of the security interest and before it is perfected, the 2521
buyer gives value and obtains control of the controllable account or 2522
controllable payment intangible. 2523
Sec. 60. Section 42a-9-323 of the general statutes is repealed and the 2524
following is substituted in lieu thereof (Effective January 1, 2026): 2525
(a) Except as otherwise provided in subsection (c) of this section, for 2526
purposes of determining the priority of a perfected security interest 2527
under subdivision (1) of subsection (a) of section 42a-9-322, perfection 2528
of the security interest dates from the time an advance is made to the 2529
extent that the security interest secures an advance that: 2530
(1) Is made while the security interest is perfected only: 2531
(A) Under section 42a-9-309 when it attaches; or 2532
(B) Temporarily under subsection (e), (f) or (g) of section 42a-9-312, 2533
Raised Bill No. 6970
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as amended by this act; and 2534
(2) Is not made pursuant to a commitment entered into before or 2535
while the security interest is perfected by a method other than under 2536
section 42a-9-309 or subsection (e), (f) or (g) of section 42a-9-312, as 2537
amended by this act. 2538
(b) Except as otherwise provided in subsection (c) of this section, a 2539
security interest is subordinate to the rights of a person that becomes a 2540
lien creditor to the extent that the security interest secures an advance 2541
made more than forty-five days after the person becomes a lien creditor 2542
unless the advance is made: 2543
(1) Without knowledge of the lien; or 2544
(2) Pursuant to a commitment entered into without knowledge of the 2545
lien. 2546
(c) Subsections (a) and (b) of this section do not apply to a security 2547
interest held by a secured party that is a buyer of accounts, chattel paper, 2548
payment intangibles or promissory notes or a consignor. 2549
(d) Except as otherwise provided in subsection (e) of this section, a 2550
buyer of goods [other than a buyer in ordinary course of business] takes 2551
free of a security interest to the extent that it secures advances made 2552
after the earlier of: 2553
(1) The time the secured party acquires knowledge of the buyer's 2554
purchase; or 2555
(2) Forty-five days after the purchase. 2556
(e) Subsection (d) of this section does not apply if the advance is made 2557
pursuant to a commitment entered into without knowledge of the 2558
buyer's purchase and before the expiration of the forty-five-day period. 2559
(f) Except as otherwise provided in subsection (g) of this section, a 2560
Raised Bill No. 6970
LCO No. 4577 95 of 163
lessee of goods [, other than a lessee in ordinary course of business,] 2561
takes the leasehold interest free of a security interest to the extent that it 2562
secures advances made after the earlier of: 2563
(1) The time the secured party acquires knowledge of the lease; or 2564
(2) Forty-five days after the lease contract becomes enforceable. 2565
(g) Subsection (f) of this section does not apply if the advance is made 2566
pursuant to a commitment entered into without knowledge of the lease 2567
and before the expiration of the forty-five-day period. 2568
Sec. 61. Section 42a-9-324 of the general statutes is repealed and the 2569
following is substituted in lieu thereof (Effective January 1, 2026): 2570
(a) Except as otherwise provided in subsection (g) of this section, a 2571
perfected purchase-money security interest in goods other than 2572
inventory or livestock has priority over a conflicting security interest in 2573
the same goods, and, except as otherwise provided in section 42a-9-327, 2574
a perfected security interest in its identifiable proceeds also has priority, 2575
if the purchase-money security interest is perfected when the debtor 2576
receives possession of the collateral or within twenty days thereafter. 2577
(b) Subject to subsection (c) of this section and except as otherwise 2578
provided in subsection (g) of this section, a perfected purchase-money 2579
security interest in inventory has priority over a conflicting security 2580
interest in the same inventory, has priority over a conflicting security 2581
interest in chattel paper or an instrument constituting proceeds of the 2582
inventory and in proceeds of the chattel paper, if so provided in section 2583
42a-9-330, as amended by this act, and, except as otherwise provided in 2584
section 42a-9-327, also has priority in identifiable cash proceeds of the 2585
inventory to the extent the identifiable cash proceeds are received on or 2586
before the delivery of the inventory to a buyer, if: 2587
(1) The purchase-money security interest is perfected when the 2588
debtor receives possession of the inventory; 2589
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LCO No. 4577 96 of 163
(2) The purchase-money secured party sends [an authenticated] a 2590
signed notification to the holder of the conflicting security interest; 2591
(3) The holder of the conflicting security interest receives the 2592
notification within five years before the debtor receives possession of 2593
the inventory; and 2594
(4) The notification states that the person sending the notification has 2595
or expects to acquire a purchase-money security interest in inventory of 2596
the debtor and describes the inventory. 2597
(c) Subdivisions (2) to (4), inclusive, of subsection (b) of this section 2598
apply only if the holder of the conflicting security interest had filed a 2599
financing statement covering the same types of inventory: 2600
(1) If the purchase-money security interest is perfected by filing, 2601
before the date of the filing; or 2602
(2) If the purchase-money security interest is temporarily perfected 2603
without filing or possession under subsection (f) of section 42a-9-312, as 2604
amended by this act, before the beginning of the twenty-day period 2605
thereunder. 2606
(d) Subject to subsection (e) of this section and except as otherwise 2607
provided in subsection (g) of this section, a perfected purchase-money 2608
security interest in livestock that are farm products has priority over a 2609
conflicting security interest in the same livestock, and, except as 2610
otherwise provided in section 42a-9-327, a perfected security interest in 2611
their identifiable proceeds and identifiable products in their 2612
unmanufactured states also has priority, if: 2613
(1) The purchase-money security interest is perfected when the 2614
debtor receives possession of the livestock; 2615
(2) The purchase-money secured party sends [an authenticated] a 2616
signed notification to the holder of the conflicting security interest; 2617
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LCO No. 4577 97 of 163
(3) The holder of the conflicting security interest receives the 2618
notification within six months before the debtor receives possession of 2619
the livestock; and 2620
(4) The notification states that the person sending the notification has 2621
or expects to acquire a purchase-money security interest in livestock of 2622
the debtor and describes the livestock. 2623
(e) Subdivisions (2) to (4), inclusive, of subsection (d) of this section 2624
apply only if the holder of the conflicting security interest had filed a 2625
financing statement covering the same types of livestock: 2626
(1) If the purchase-money security interest is perfected by filing, 2627
before the date of the filing; or 2628
(2) If the purchase-money security interest is temporarily perfected 2629
without filing or possession under subsection (f) of section 42a-9-312, as 2630
amended by this act, before the beginning of the twenty-day period 2631
thereunder. 2632
(f) Except as otherwise provided in subsection (g) of this section, a 2633
perfected purchase-money security interest in software has priority over 2634
a conflicting security interest in the same collateral, and, except as 2635
otherwise provided in section 42a-9-327, a perfected security interest in 2636
its identifiable proceeds also has priority, to the extent that the purchase-2637
money security interest in the goods in which the software was acquired 2638
for use has priority in the goods and proceeds of the goods under this 2639
section. 2640
(g) If more than one security interest qualifies for priority in the same 2641
collateral under subsection (a), (b), (d) or (f) of this section: 2642
(1) A security interest securing an obligation incurred as all or part of 2643
the price of the collateral has priority over a security interest securing 2644
an obligation incurred for value given to enable the debtor to acquire 2645
rights in or the use of collateral; and 2646
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LCO No. 4577 98 of 163
(2) In all other cases, subsection (a) of section 42a-9-322 applies to the 2647
qualifying security interests. 2648
Sec. 62. (NEW) (Effective January 1, 2026) A security interest in a 2649
controllable account, controllable electronic record or controllable 2650
payment intangible held by a secured party having control of the 2651
account, electronic record or payment intangible has priority over a 2652
conflicting security interest held by a secured party that does not have 2653
control. 2654
Sec. 63. Section 42a-9-330 of the general statutes is repealed and the 2655
following is substituted in lieu thereof (Effective January 1, 2026): 2656
(a) A purchaser of chattel paper has priority over a security interest 2657
in the chattel paper which is claimed merely as proceeds of inventory 2658
subject to a security interest if: 2659
(1) In good faith and in the ordinary course of the purchaser's 2660
business, the purchaser gives new value, [and] takes possession of each 2661
authoritative tangible copy of the record evidencing the chattel paper, 2662
[or] and obtains control [of the chattel paper] under section 42a-9-105, 2663
as amended by this act, of each authoritative electronic copy of the 2664
record evidencing the chattel paper; and 2665
(2) [The chattel paper does] Authoritative copies of the record 2666
evidencing the chattel paper do not indicate that [it] the chattel paper 2667
has been assigned to an identified assignee other than the purchaser. 2668
(b) A purchaser of chattel paper has priority over a security interest 2669
in the chattel paper which is claimed other than merely as proceeds of 2670
inventory subject to a security interest if the purchaser gives new value, 2671
[and] takes possession of each authoritative tangible copy of the record 2672
evidencing the chattel paper, [or] and obtains control [of] under section 2673
42a-9-105, as amended by this act, of each authoritative electronic copy 2674
of the record evidencing the chattel paper [under section 42a-9-105] in 2675
good faith, in the ordinary course of the purchaser's business, and 2676
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LCO No. 4577 99 of 163
without knowledge that the purchase violates the rights of the secured 2677
party. 2678
(c) Except as otherwise provided in section 42a-9-327, a purchaser 2679
having priority in chattel paper under subsection (a) or (b) of this section 2680
also has priority in proceeds of the chattel paper to the extent that: 2681
(1) Section 42a-9-322 provides for priority in the proceeds; or 2682
(2) The proceeds consist of the specific goods covered by the chattel 2683
paper or cash proceeds of the specific goods, even if the purchaser's 2684
security interest in the proceeds is unperfected. 2685
(d) Except as otherwise provided in subsection (a) of section 42a-9-2686
331, as amended by this act, a purchaser of an instrument has priority 2687
over a security interest in the instrument perfected by a method other 2688
than possession if the purchaser gives value and takes possession of the 2689
instrument in good faith and without knowledge that the purchase 2690
violates the rights of the secured party. 2691
(e) For purposes of subsections (a) and (b) of this section, the holder 2692
of a purchase-money security interest in inventory gives new value for 2693
chattel paper constituting proceeds of the inventory. 2694
(f) For purposes of subsections (b) and (d) of this section, if 2695
authoritative copies of the record evidencing chattel paper or an 2696
instrument [indicates] indicate that [it] the chattel paper or instrument 2697
has been assigned to an identified secured party other than the 2698
purchaser, a purchaser of the chattel paper or instrument has 2699
knowledge that the purchase violates the rights of the secured party. 2700
Sec. 64. Section 42a-9-331 of the general statutes is repealed and the 2701
following is substituted in lieu thereof (Effective January 1, 2026): 2702
(a) This article does not limit the rights of a holder in due course of a 2703
negotiable instrument, a holder to which a negotiable document of title 2704
has been duly negotiated, [or] a protected purchaser of a security or a 2705
Raised Bill No. 6970
LCO No. 4577 100 of 163
qualifying purchaser of a controllable account, controllable electronic 2706
record or controllable payment intangible. These holders or purchasers 2707
take priority over an earlier security interest, even if perfected, to the 2708
extent provided in articles 3, 7, [and] 8 and sections 86 to 92, inclusive, 2709
of this act. 2710
(b) This article does not limit the rights of or impose liability on a 2711
person to the extent that the person is protected against the assertion of 2712
a claim under article 8 or sections 86 to 92, inclusive, of this act. 2713
(c) Filing under this article does not constitute notice of a claim or 2714
defense to the holders, or purchasers, or persons described in 2715
subsections (a) and (b) of this section. 2716
Sec. 65. Section 42a-9-332 of the general statutes is repealed and the 2717
following is substituted in lieu thereof (Effective January 1, 2026): 2718
(a) A transferee of tangible money takes the money free of a security 2719
interest [unless the transferee acts] if the transferee receives possession 2720
of the money without acting in collusion with the debtor in violating the 2721
rights of the secured party. 2722
(b) A transferee of funds from a deposit account takes the funds free 2723
of a security interest in the deposit account [unless the transferee acts] if 2724
the transferee receives the funds without acting in collusion with the 2725
debtor in violating the rights of the secured party. 2726
(c) A transferee of electronic money takes the money free of a security 2727
interest if the transferee obtains control of the money without acting in 2728
collusion with the debtor in violating the rights of the secured party. 2729
Sec. 66. Subsection (f) of section 42a-9-334 of the general statutes is 2730
repealed and the following is substituted in lieu thereof (Effective January 2731
1, 2026): 2732
(f) A security interest in fixtures, whether or not perfected, has 2733
priority over a conflicting interest of an encumbrancer or owner of the 2734
Raised Bill No. 6970
LCO No. 4577 101 of 163
real property if: 2735
(1) The encumbrancer or owner has, in [an authenticated] a signed 2736
record, consented to the security interest or disclaimed an interest in the 2737
goods as fixtures; or 2738
(2) The debtor has a right to remove the goods as against the 2739
encumbrancer or owner. 2740
Sec. 67. Section 42a-9-341 of the general statutes is repealed and the 2741
following is substituted in lieu thereof (Effective January 1, 2026): 2742
Except as otherwise provided in subsection (c) of section 42a-9-340, 2743
and unless the bank otherwise agrees in [an authenticated] a signed 2744
record, a bank's rights and duties with respect to a deposit account 2745
maintained with the bank are not terminated, suspended, or modified 2746
by: 2747
(1) The creation, attachment or perfection of a security interest in the 2748
deposit account; 2749
(2) The bank's knowledge of the security interest; or 2750
(3) The bank's receipt of instructions from the secured party. 2751
Sec. 68. Subsection (a) of section 42a-9-404 of the general statutes is 2752
repealed and the following is substituted in lieu thereof (Effective January 2753
1, 2026): 2754
(a) Unless an account debtor has made an enforceable agreement not 2755
to assert defenses or claims, and subject to subsections (b) to (e), 2756
inclusive, of this section the rights of an assignee are subject to: 2757
(1) All terms of the agreement between the account debtor and 2758
assignor and any defense or claim in recoupment arising from the 2759
transaction that gave rise to the contract; and 2760
(2) Any other defense or claim of the account debtor against the 2761
Raised Bill No. 6970
LCO No. 4577 102 of 163
assignor which accrues before the account debtor receives a notification 2762
of the assignment [authenticated] signed by the assignor or the assignee. 2763
Sec. 69. Section 42a-9-406 of the general statutes is repealed and the 2764
following is substituted in lieu thereof (Effective January 1, 2026): 2765
(a) Subject to subsections (b) to (j), inclusive, of this section and 2766
subsection (k) of this section, an account debtor on an account, chattel 2767
paper or a payment intangible may discharge its obligation by paying 2768
the assignor until, but not after, the account debtor receives a 2769
notification, [authenticated] signed by the assignor or the assignee, that 2770
the amount due or to become due has been assigned and that payment 2771
is to be made to the assignee. After receipt of the notification, the 2772
account debtor may discharge its obligation by paying the assignee and 2773
may not discharge the obligation by paying the assignor. An assignor 2774
who receives payment after notification is given must return the 2775
payment to the account debtor or forward the payment to the assignee. 2776
(b) Subject to [subsection (h)] subsections (h) and (k) of this section, 2777
notification is ineffective under subsection (a) of this section: 2778
(1) If it does not reasonably identify the rights assigned; 2779
(2) To the extent that an agreement between an account debtor and a 2780
seller of a payment intangible limits the account debtor's duty to pay a 2781
person other than the seller and the limitation is effective under law 2782
other than this article; or 2783
(3) At the option of an account debtor, if the notification notifies the 2784
account debtor to make less than the full amount of any installment or 2785
other periodic payment to the assignee, even if: 2786
(A) Only a portion of the account, chattel paper or payment 2787
intangible has been assigned to that assignee; 2788
(B) A portion has been assigned to another assignee; or 2789
Raised Bill No. 6970
LCO No. 4577 103 of 163
(C) The account debtor knows that the assignment to that assignee is 2790
limited. 2791
(c) Subject to [subsection (h)] subsections (h) and (k) of this section, if 2792
requested by the account debtor, an assignee shall seasonably furnish 2793
reasonable proof that the assignment has been made. Unless the 2794
assignee complies, the account debtor may discharge its obligation by 2795
paying the assignor, even if the account debtor has received a 2796
notification under subsection (a) of this section. 2797
(d) Except as otherwise provided in subsection (e) of this section and 2798
in sections 42a-2A-403 and 42a-9-407, and subject to subsection (h) of 2799
this section, a term in an agreement between an account debtor and an 2800
assignor or in a promissory note is ineffective to the extent that it: 2801
(1) Prohibits, restricts or requires the consent of the account debtor or 2802
person obligated on the promissory note to the assignment or transfer 2803
of, or the creation, attachment, perfection or enforcement of a security 2804
interest in, the account, chattel paper, payment intangible or promissory 2805
note; [or] 2806
(2) Provides that the assignment or transfer or the creation, 2807
attachment, perfection or enforcement of the security interest may give 2808
rise to a default, breach, right of recoupment, claim, defense, 2809
termination, right of termination or remedy under the account, chattel 2810
paper, payment intangible or promissory note; or 2811
(3) As used in this subsection, "promissory note" includes a 2812
negotiable instrument that evidences chattel paper. 2813
(e) Subsection (d) of this section does not apply to the sale of a 2814
payment intangible or promissory note, other than a sale pursuant to a 2815
disposition under section 42a-9-610 or an acceptance of collateral under 2816
section 42a-9-620, as amended by this act. 2817
(f) Except as otherwise provided in sections 42a-2A-403 and 42a-9-2818
Raised Bill No. 6970
LCO No. 4577 104 of 163
407, and subject to subsections (h) and (i) of this section, a rule of law, 2819
statute or regulation that prohibits, restricts or requires the consent of a 2820
government, governmental body or official or account debtor to the 2821
assignment or transfer of, or creation of a security interest in, an account 2822
or chattel paper is ineffective to the extent that the rule of law, statute or 2823
regulation: 2824
(1) Prohibits, restricts or requires the consent of the government, 2825
governmental body or official or account debtor to the assignment or 2826
transfer of, or the creation, attachment, perfection or enforcement of a 2827
security interest in the account or chattel paper; or 2828
(2) Provides that the assignment or transfer or the creation, 2829
attachment, perfection or enforcement of the security interest may give 2830
rise to a default, breach, right of recoupment, claim, defense, 2831
termination, right of termination or remedy under the account or chattel 2832
paper. 2833
(g) Subject to [subsection (h)] subsections (h) and (k) of this section, 2834
an account debtor may not waive or vary its option under subdivision 2835
(3) of subsection (b) of this section. 2836
(h) This section is subject to law other than this article which 2837
establishes a different rule for an account debtor who is an individual 2838
and who incurred the obligation primarily for personal, family or 2839
household purposes. 2840
(i) Except as provided in subsection (j) of this section, this section 2841
prevails over any inconsistent provision of any statute or regulation of 2842
this state unless the provision is contained in a statute of this state, refers 2843
expressly to this section and states that the provision prevails over this 2844
section. 2845
(j) (1) This section does not apply to: 2846
(A) An assignment of a health-care-insurance receivable; 2847
Raised Bill No. 6970
LCO No. 4577 105 of 163
(B) An assignment or transfer of or creation of a security interest in: 2848
(i) A claim or right to receive compensation for injuries or sickness as 2849
described in 26 USC 104(a)(1) or (2), as amended from time to time, or 2850
(ii) A claim or right to receive benefits under a special needs trust as 2851
described in 42 USC 1396p(d)(4), as amended from time to time. 2852
(2) Subsection (f) of this section does not apply to an assignment or 2853
transfer of, or the creation, attachment, perfection or enforcement of a 2854
security interest in, a right the transfer of which is prohibited or 2855
restricted by any of the following statutes to the extent that the statute 2856
is inconsistent with said subsection: Section 12-831, 31-320 or 52-225f. 2857
(k) Subsections (a), (b), (c) and (g) of this section do not apply to a 2858
controllable account or controllable payment intangible. 2859
Sec. 70. Section 42a-9-408 of the general statutes is amended by 2860
adding subsection (g) as follows (Effective January 1, 2026): 2861
(NEW) (g) As used in this section, "promissory note" includes a 2862
negotiable instrument that evidences chattel paper. 2863
Sec. 71. Section 42a-9-509 of the general statutes is repealed and the 2864
following is substituted in lieu thereof (Effective January 1, 2026): 2865
(a) A person may file an initial financing statement, amendment that 2866
adds collateral covered by a financing statement or amendment that 2867
adds a debtor to a financing statement only if: 2868
(1) The debtor authorizes the filing in [an authenticated] a signed 2869
record or pursuant to subsection (b) or (c) of this section; or 2870
(2) The person holds an agricultural lien that has become effective at 2871
the time of filing and the financing statement covers only collateral in 2872
which the person holds an agricultural lien. 2873
(b) By [authenticating] signing or becoming bound as debtor by a 2874
Raised Bill No. 6970
LCO No. 4577 106 of 163
security agreement, a debtor or new debtor authorizes the filing of an 2875
initial financing statement, and an amendment, covering: 2876
(1) The collateral described in the security agreement; and 2877
(2) Property that becomes collateral under subdivision (2) of 2878
subsection (a) of section 42a-9-315, whether or not the security 2879
agreement expressly covers proceeds. 2880
(c) By acquiring collateral in which a security interest or agricultural 2881
lien continues under subdivision (1) of subsection (a) of section 42a-9-2882
315, a debtor authorizes the filing of an initial financing statement, and 2883
an amendment, covering the collateral and property that becomes 2884
collateral under subdivision (2) of subsection (a) of section 42a-9-315. 2885
(d) A person may file an amendment other than an amendment that 2886
adds collateral covered by a financing statement or an amendment that 2887
adds a debtor to a financing statement only if: 2888
(1) The secured party of record authorizes the filing; or 2889
(2) The amendment is a termination statement for a financing 2890
statement as to which the secured party of record has failed to file or 2891
send a termination statement as required by subsection (a) or (c) of 2892
section 42a-9-513, as amended by this act, the debtor authorizes the 2893
filing, and the termination statement indicates that the debtor 2894
authorized it to be filed. 2895
(e) If there is more than one secured party of record for a financing 2896
statement, each secured party of record may authorize the filing of an 2897
amendment under subsection (d) of this section. 2898
Sec. 72. Section 42a-9-513 of the general statutes is repealed and the 2899
following is substituted in lieu thereof (Effective January 1, 2026): 2900
(a) A secured party shall cause the secured party of record for a 2901
financing statement to file a termination statement for the financing 2902
Raised Bill No. 6970
LCO No. 4577 107 of 163
statement if the financing statement covers consumer goods and: 2903
(1) There is no obligation secured by the collateral covered by the 2904
financing statement and no commitment to make an advance, incur an 2905
obligation or otherwise give value; or 2906
(2) The debtor did not authorize the filing of the initial financing 2907
statement. 2908
(b) To comply with subsection (a) of this section, a secured party shall 2909
cause the secured party of record to file the termination statement: 2910
(1) Within one month after there is no obligation secured by the 2911
collateral covered by the financing statement and no commitment to 2912
make an advance, incur an obligation or otherwise give value; or 2913
(2) If earlier, within twenty days after the secured party receives [an 2914
authenticated] a signed demand from a debtor. 2915
(c) In cases not governed by subsection (a) of this section, within 2916
twenty days after a secured party receives [an authenticated] a signed 2917
demand from a debtor, the secured party shall cause the secured party 2918
of record for a financing statement to send to the debtor a termination 2919
statement for the financing statement or file the termination statement 2920
in the filing office if: 2921
(1) Except in the case of a financing statement covering accounts or 2922
chattel paper that has been sold or goods that are the subject of a 2923
consignment, there is no obligation secured by the collateral covered by 2924
the financing statement and no commitment to make an advance, incur 2925
an obligation or otherwise give value; 2926
(2) The financing statement covers accounts or chattel paper that has 2927
been sold but as to which the account debtor or other person obligated 2928
has discharged its obligation; 2929
(3) The financing statement covers goods that were the subject of a 2930
Raised Bill No. 6970
LCO No. 4577 108 of 163
consignment to the debtor but are not in the debtor's possession; or 2931
(4) The debtor did not authorize the filing of the initial financing 2932
statement. 2933
(d) Except as otherwise provided in section 42a-9-510, upon the filing 2934
of a termination statement with the filing office, the financing statement 2935
to which the termination statement relates ceases to be effective. Except 2936
as otherwise provided in section 42a-9-510, for purposes of subsection 2937
(f) of section 42a-9-519, subsection (a) of section 42a-9-522 and 2938
subsection (c) of section 42a-9-523, the filing with the filing office of a 2939
termination statement relating to a financing statement that indicates 2940
that the debtor is a transmitting utility also causes the effectiveness of 2941
the financing statement to lapse. 2942
Sec. 73. Subsection (b) of section 42a-9-601 of the general statutes is 2943
repealed and the following is substituted in lieu thereof (Effective January 2944
1, 2026): 2945
(b) A secured party in possession of collateral or control of collateral 2946
under section 42a-7-106, as amended by this act, 42a-9-104, as amended 2947
by this act, 42a-9-105, as amended by this act, section 39 of this act, 42a-2948
9-106, [or] 42a-9-107 or section 40 of this act has the rights and duties 2949
provided in section 42a-9-207, as amended by this act. 2950
Sec. 74. Section 42a-9-605 of the general statutes is repealed and the 2951
following is substituted in lieu thereof (Effective January 1, 2026): 2952
(a) [A] Except as provided in subsection (b) of this section, a secured 2953
party does not owe a duty based on its status as secured party: 2954
(1) To a person that is a debtor or obligor, unless the secured party 2955
knows: 2956
(A) That the person is a debtor or obligor; 2957
(B) The identity of the person; and 2958
Raised Bill No. 6970
LCO No. 4577 109 of 163
(C) How to communicate with the person; or 2959
(2) To a secured party or lienholder that has filed a financing 2960
statement against a person, unless the secured party knows: 2961
(A) That the person is a debtor; and 2962
(B) The identity of the person. 2963
(b) A secured party owes a duty based on its status as a secured party 2964
to a person if, at the time the secured party obtains control of collateral 2965
that is a controllable account, controllable electronic record or 2966
controllable payment intangible, or at the time the security interest 2967
attaches to the collateral, whichever is later: 2968
(1) The person is a debtor or obligor; and 2969
(2) The secured party knows that the information in subparagraph 2970
(A), (B) or (C) of subdivision (1) of subsection (a) of this section relating 2971
to the person is not provided by the collateral, a record attached to or 2972
logically associated with the collateral or the system in which the 2973
collateral is recorded. 2974
[(b)] (c) What the secured party knows is to be determined in the light 2975
of the good faith obligations of the secured party. 2976
Sec. 75. Section 42a-9-608 of the general statutes is repealed and the 2977
following is substituted in lieu thereof (Effective January 1, 2026): 2978
(a) If a security interest or agricultural lien secures payment or 2979
performance of an obligation, the following rules apply: 2980
(1) A secured party shall apply or pay over for application the cash 2981
proceeds of collection or enforcement under section 42a-9-607 in the 2982
following order to: 2983
(A) The reasonable expenses of collection and enforcement and, to 2984
the extent provided for by agreement and not prohibited by law, 2985
Raised Bill No. 6970
LCO No. 4577 110 of 163
reasonable attorney's fees and legal expenses incurred by the secured 2986
party; 2987
(B) The satisfaction of obligations secured by the security interest or 2988
agricultural lien under which the collection or enforcement is made; and 2989
(C) The satisfaction of obligations secured by any subordinate 2990
security interest in or other lien on the collateral subject to the security 2991
interest or agricultural lien under which the collection or enforcement is 2992
made if the secured party receives [an authenticated] a signed demand 2993
for proceeds before distribution of the proceeds is completed. 2994
(2) If requested by a secured party, a holder of a subordinate security 2995
interest or other lien shall furnish reasonable proof of the interest or lien 2996
within a reasonable time. Unless the holder complies, the secured party 2997
need not comply with the holder's demand under subparagraph (C) of 2998
subdivision (1) of this subsection. 2999
(3) A secured party need not apply or pay over for application 3000
noncash proceeds of collection and enforcement under section 42a-9-607 3001
unless the failure to do so would be commercially unreasonable. A 3002
secured party that applies or pays over for application noncash 3003
proceeds shall do so in a commercially reasonable manner. 3004
(4) A secured party shall account to and pay a debtor for any surplus, 3005
and the obligor is liable for any deficiency. 3006
(b) If the underlying transaction is a sale of accounts, chattel paper, 3007
payment intangibles or promissory notes, the debtor is not entitled to 3008
any surplus, and the obligor is not liable for any deficiency. 3009
Sec. 76. Section 42a-9-611 of the general statutes is repealed and the 3010
following is substituted in lieu thereof (Effective January 1, 2026): 3011
(a) In this section, "notification date" means the earlier of the date on 3012
which: 3013
Raised Bill No. 6970
LCO No. 4577 111 of 163
(1) A secured party sends to the debtor and any secondary obligor 3014
[an authenticated] a signed notification of disposition; or 3015
(2) The debtor and any secondary obligor waive the right to 3016
notification. 3017
(b) Except as otherwise provided in subsection (d) of this section, a 3018
secured party that disposes of collateral under section 42a-9-610 shall 3019
send to the persons specified in subsection (c) of this section a 3020
reasonable [authenticated] signed notification of disposition. 3021
(c) To comply with subsection (b) of this section, the secured party 3022
shall send [an authenticated] a signed notification of disposition to: 3023
(1) The debtor; 3024
(2) Any secondary obligor; and 3025
(3) If the collateral is other than consumer goods: 3026
(A) Any other person from which the secured party has received, 3027
before the notification date, [an authenticated] a signed notification of a 3028
claim of an interest in the collateral; 3029
(B) Any other secured party or lienholder that, ten days before the 3030
notification date, held a security interest in or other lien on the collateral 3031
perfected by the filing of a financing statement that: 3032
(i) Identified the collateral; 3033
(ii) Was indexed under the debtor's name as of that date; and 3034
(iii) Was filed in the office in which to file a financing statement 3035
against the debtor covering the collateral as of that date; and 3036
(C) Any other secured party that, ten days before the notification 3037
date, held a security interest in the collateral perfected by compliance 3038
with a statute, regulation or treaty described in subsection (a) of section 3039
Raised Bill No. 6970
LCO No. 4577 112 of 163
42a-9-311. 3040
(d) Subsection (b) of this section does not apply if the collateral is 3041
perishable or threatens to decline speedily in value or is of a type 3042
customarily sold on a recognized market. 3043
(e) A secured party complies with the requirement for notification 3044
prescribed by subparagraph (B) of subdivision (3) of subsection (c) of 3045
this section if: 3046
(1) Not later than twenty days or earlier than thirty days before the 3047
notification date, the secured party requests, in a commercially 3048
reasonable manner, information concerning financing statements 3049
indexed under the debtor's name in the office indicated in subparagraph 3050
(B) of subdivision (3) of subsection (c) of this section; and 3051
(2) Before the notification date, the secured party: 3052
(A) Did not receive a response to the request for information; or 3053
(B) Received a response to the request for information and sent [an 3054
authenticated] a signed notification of disposition to each secured party 3055
or other lienholder named in that response whose financing statement 3056
covered the collateral. 3057
Sec. 77. Section 42a-9-613 of the general statutes is repealed and the 3058
following is substituted in lieu thereof (Effective January 1, 2026): 3059
(a) Except in a consumer-goods transaction, the following rules 3060
apply: 3061
(1) The contents of a notification of disposition are sufficient if the 3062
notification: 3063
(A) Describes the debtor and the secured party; 3064
(B) Describes the collateral that is the subject of the intended 3065
disposition; 3066
Raised Bill No. 6970
LCO No. 4577 113 of 163
(C) States the method of intended disposition; 3067
(D) States that the debtor is entitled to an accounting of the unpaid 3068
indebtedness and states the charge, if any, for an accounting; and 3069
(E) States the time and place of a public disposition or the time after 3070
which any other disposition is to be made. 3071
(2) Whether the contents of a notification that lacks any of the 3072
information specified in subdivision (1) of this subsection are 3073
nevertheless sufficient is a question of fact. 3074
(3) The contents of a notification providing substantially the 3075
information specified in subdivision (1) of this subsection are sufficient, 3076
even if the notification includes: 3077
(A) Information not specified by [that] subdivision (1) of this 3078
subsection; or 3079
(B) Minor errors that are not seriously misleading. 3080
(4) A particular phrasing of the notification is not required. 3081
(5) The following form of notification and the form appearing in 3082
subdivision (3) of subsection (a) of section 42a-9-614, as amended by this 3083
act, when completed in accordance with the instructions in subsection 3084
(b) of this section and subsection (b) of section 42a-9-614, as amended by 3085
this act, each provides sufficient information: 3086
[NOTIFICATION OF DISPOSITION OF COLLATERAL 3087
To: .... (Name of debtor, obligor or other person to which the 3088
notification is sent) 3089
From: .... (Name, address and telephone number of secured party) 3090
Name of Debtor(s): .... (Include only if debtor(s) are not an addressee) 3091
Raised Bill No. 6970
LCO No. 4577 114 of 163
(For a public disposition:) 3092
We will sell (or lease or license, as applicable) the .... (describe 3093
collateral) (to the highest qualified bidder) in public as follows: 3094
Day and Date: .... 3095
Time: .... 3096
Place: .... 3097
(For a private disposition:) 3098
We will sell (or lease or license, as applicable) the .... (describe 3099
collateral) privately sometime after .... (day and date). 3100
You are entitled to an accounting of the unpaid indebtedness secured 3101
by the property that we intend to sell (or lease or license, as applicable) 3102
(for a charge of $ ....). You may request an accounting by calling us at .... 3103
(telephone number)] 3104
NOTIFICATION OF DISPOSITION OF COLLATERAL 3105
To: (Name of debtor, obligor or other person to which the notification 3106
is sent) 3107
From: (Name, address and telephone number of secured party) 3108
(A) Name of any debtor that is not an addressee: (Name of each 3109
debtor) 3110
(B) We will sell (describe collateral) (to the highest qualified bidder) 3111
at public sale. A sale could include a lease or license. The sale will be 3112
held as follows: 3113
(Date) 3114
(Time) 3115
Raised Bill No. 6970
LCO No. 4577 115 of 163
(Place) 3116
(C) We will sell (describe collateral) at private sale sometime after 3117
(date). A sale could include a lease or license. 3118
(D) You are entitled to an accounting of the unpaid indebtedness 3119
secured by the property that we intend to sell or, as applicable, lease or 3120
license. 3121
(E) If you request an accounting you must pay a charge of $ (amount). 3122
(F) You may request an accounting by calling us at (telephone 3123
number). 3124
(b) The following instructions apply to the form of notification in 3125
subdivision (5) of subsection (a) of this section: 3126
(1) The instructions in this subsection refer to the numbers in 3127
parentheses before items in the form of notification in subdivision (5) of 3128
subsection (a) of this section. Do not include the numbers or parentheses 3129
in the notification. The numbers and parentheses are used only for the 3130
purpose of these instructions. 3131
(2) Include and complete subparagraph (A) of subdivision (5) of 3132
subsection (a) of this section only if there is a debtor that is not an 3133
addressee of the notification and list the name or names. 3134
(3) Include and complete either subparagraph (B) of subdivision (5) 3135
of subsection (a) of this section, if the notification relates to a public 3136
disposition of the collateral, or subparagraph (C) of subdivision (5) of 3137
subsection (a) of this section, if the notification relates to a private 3138
disposition of the collateral. If subparagraph (B) of subdivision (5) of 3139
subsection (a) of this section is included, include the words "to the 3140
highest qualified bidder" only if applicable. 3141
(4) Include and complete subparagraphs (D) and (F) of subdivision 3142
(5) of subsection (a) of this section. 3143
Raised Bill No. 6970
LCO No. 4577 116 of 163
(5) Include and complete subparagraph (E) of subdivision (5) of 3144
subsection (a) of this section only if the sender will charge the recipient 3145
for an accounting. 3146
Sec. 78. Section 42a-9-614 of the general statutes is repealed and the 3147
following is substituted in lieu thereof (Effective January 1, 2026): 3148
(a) In a consumer-goods transaction, the following rules apply: 3149
(1) A notification of disposition must provide the following 3150
information: 3151
(A) The information specified in subdivision (1) of subsection (a) of 3152
section 42a-9-613, as amended by this act; 3153
(B) A description of any liability for a deficiency of the person to 3154
which the notification is sent; 3155
(C) A telephone number from which the amount that must be paid to 3156
the secured party to redeem the collateral under section 42a-9-623 is 3157
available; and 3158
(D) A telephone number or mailing address from which additional 3159
information concerning the disposition and the obligation secured is 3160
available. 3161
(2) A particular phrasing of the notification is not required. 3162
(3) The following form of notification, when completed in accordance 3163
with the instructions in subsection (b) of this section, provides sufficient 3164
information: 3165
[(Name and address of secured party.) 3166
(Date) 3167
NOTICE OF OUR PLAN TO SELL PROPERTY 3168
Raised Bill No. 6970
LCO No. 4577 117 of 163
.... (Name and address of any obligor who is also a debtor.) 3169
Subject: .... (Identification of transaction) 3170
We have your .... (describe collateral), because you broke promises in 3171
our agreement. 3172
(For a public disposition:) 3173
We will sell .... (describe collateral) at public sale. A sale could include 3174
a lease or license. The sale will be held as follows: 3175
Date: .... 3176
Time: .... 3177
Place: .... 3178
You may attend the sale and bring bidders if you want. 3179
(For a private disposition:) 3180
We will sell .... (describe collateral) at private sale sometime after .... 3181
(date). A sale could include a lease or license. 3182
The money that we get from the sale (after paying our costs) will 3183
reduce the amount you owe. If we get less money than you owe, you 3184
(will or will not, as applicable) still owe us the difference. If we get more 3185
money than you owe, you will get the extra money, unless we must pay 3186
it to someone else. 3187
You can get the property back at any time before we sell it by paying 3188
us the full amount you owe (not just the past due payments), including 3189
our expenses. To learn the exact amount you must pay, call us at .... 3190
(telephone number). 3191
If you want us to explain to you in writing how we have figured the 3192
amount that you owe us, you may call us at .... (telephone number) or 3193
Raised Bill No. 6970
LCO No. 4577 118 of 163
write us at .... (secured party's address) and request a written 3194
explanation. (We will charge you $.... for the explanation if we sent you 3195
another written explanation of the amount you owe us within the last 3196
six months.) 3197
If you need more information about the sale call us at .... (telephone 3198
number) or write us at .... (secured party's address). 3199
We are sending this notice to the following other people who have an 3200
interest in .... (describe collateral) or who owe money under your 3201
agreement: 3202
.... (Names of all other debtors and obligors, if any.)] 3203
(Name and address of secured party.) 3204
(Date) 3205
NOTICE OF OUR PLAN TO SELL PROPERTY 3206
(Name and address of any obligor who is also a debtor.) 3207
Subject: (Identify transaction) 3208
We have your (describe collateral), because you broke promises in 3209
our agreement. 3210
(A) We will sell (describe collateral) at public sale. A sale could 3211
include a lease or license. The sale will be held as follows: 3212
Date: 3213
Time: 3214
Place: 3215
You may attend the sale and bring bidders if you want. 3216
(B) We will sell (describe collateral) at private sale sometime after 3217
Raised Bill No. 6970
LCO No. 4577 119 of 163
(date). A sale could include a lease or license. 3218
(C) The money that we get from the sale after paying our costs will 3219
reduce the amount you owe. If we get less money than you owe, you 3220
(will or will not, as applicable) still owe us the difference. If we get more 3221
money than you owe, you will get the extra money, unless we must pay 3222
it to someone else. 3223
(D) You can get the property back at any time before we sell it by 3224
paying us the full amount you owe, not just the past due payments, 3225
including our expenses. To learn the exact amount you must pay, call us 3226
at (telephone number). 3227
(E) If you want us to explain to you in (i) writing, (ii) writing or 3228
electronic record, or (iii) an electronic record (description of electronic 3229
record) how we have figured the amount that you owe us; 3230
(F) Call us at (telephone number) or write us at (secured party's 3231
address) or contact us by (description of electronic communication 3232
method); 3233
(G) And request a written explanation or an explanation in 3234
(description of electronic record). 3235
(H) We will charge you $ (amount) for the explanation if we sent you 3236
another written explanation of the amount you owe us within the last 3237
six months. 3238
(I) If you need more information about the sale call us at (telephone 3239
number) or write us at (secured party's address) or contact us by 3240
(description of electronic communication method). 3241
(J) We are sending this notice to the following other people who have 3242
an interest in (describe collateral) or who owe money under your 3243
agreement: 3244
(Names of all other debtors and obligors, if any.) 3245
Raised Bill No. 6970
LCO No. 4577 120 of 163
(4) A notification in the form of subdivision (3) of this subsection is 3246
sufficient, even if additional information appears at the end of the form. 3247
(5) A notification in the form of subdivision (3) of this subsection is 3248
sufficient, even if it includes errors in information not required by 3249
subdivision (1) of this subsection, unless the error is misleading with 3250
respect to rights arising under this article. 3251
(6) If a notification under this section is not in the form of subdivision 3252
(3) of this subsection, law other than this article determines the effect of 3253
including information not required by subdivision (1) of this subsection. 3254
(b) The following instructions apply to the form of notification in 3255
subdivision (3) of subsection (a) of this section: 3256
(1) The instructions in this subsection refer to the numbers in 3257
parentheses before items in the form of notification in subdivision (3) of 3258
subsection (a) of this section. Do not include the numbers or parentheses 3259
in the notification. The numbers and parentheses are used only for the 3260
purpose of these instructions. 3261
(2) Include and complete either subparagraph (A) of subdivision (3) 3262
of subsection (a) of this section, if the notification relates to a public 3263
disposition of the collateral, or subparagraph (B) of subdivision (3) of 3264
subsection (a) of this section, if the notification relates to a private 3265
disposition of the collateral. 3266
(3) Include and complete subparagraphs (C) to (G), inclusive, of 3267
subdivision (3) of subsection (a) of this section. 3268
(4) In subparagraph (E) of subdivision (3) of subsection (a) of this 3269
section, include and complete any one of the three alternative methods 3270
for the explanation, (i) writing, (ii) writing or electronic record, or (iii) 3271
electronic record. 3272
(5) In subparagraph (F) of subdivision (3) of subsection (a) of this 3273
section, include the telephone number. In addition, the sender may 3274
Raised Bill No. 6970
LCO No. 4577 121 of 163
include and complete either or both of the two additional alternative 3275
methods of communication , (i) writing, or (ii) electronic 3276
communication, for the recipient of the notification to communicate 3277
with the sender. Neither of the two additional methods of 3278
communication is required to be included. 3279
(6) In subparagraph (G) of subdivision (3) of subsection (a) of this 3280
section, include and complete the method or methods for the 3281
explanation, (i) writing, (ii) writing or electronic record, or (iii) electronic 3282
record, included in subparagraph (E) of subdivision (3) of subsection (a) 3283
of this section. 3284
(7) Include and complete subparagraph (H) of subdivision (3) of 3285
subsection (a) of this section only if a written explanation is included in 3286
subparagraph (E) of subdivision (3) of subsection (a) of this section as a 3287
method for communicating the explanation and the sender will charge 3288
the recipient for another written explanation. 3289
(8) In subparagraph (I) of subdivision (3) of subsection (a) of this 3290
section, include either the telephone number or the address or both the 3291
telephone number and the address. In addition, the sender may include 3292
and complete the additional method of communication, electronic 3293
communication, for the recipient of the notification to communicate 3294
with the sender. The additional method of electronic communication is 3295
not required to be included. 3296
(9) If subparagraph (J) of subdivision (3) of subsection (a) of this 3297
section does not apply, insert "None" after "agreement:". 3298
Sec. 79. Subsection (a) of section 42a-9-615 of the general statutes is 3299
repealed and the following is substituted in lieu thereof (Effective January 3300
1, 2026): 3301
(a) A secured party shall apply or pay over for application the cash 3302
proceeds of disposition under section 42a-9-610 in the following order 3303
to: 3304
Raised Bill No. 6970
LCO No. 4577 122 of 163
(1) The reasonable expenses of retaking, holding, preparing for 3305
disposition, processing and disposing, and, to the extent provided for 3306
by agreement and not prohibited by law, reasonable attorney's fees and 3307
legal expenses incurred by the secured party; 3308
(2) The satisfaction of obligations secured by the security interest or 3309
agricultural lien under which the disposition is made; 3310
(3) The satisfaction of obligations secured by any subordinate 3311
security interest in or other subordinate lien on the collateral if: 3312
(A) The secured party receives from the holder of the subordinate 3313
security interest or other lien [an authenticated] a signed demand for 3314
proceeds before distribution of the proceeds is completed; and 3315
(B) In a case in which a consignor has an interest in the collateral, the 3316
subordinate security interest or other lien is senior to the interest of the 3317
consignor; and 3318
(4) A secured party that is a consignor of the collateral if the secured 3319
party receives from the consignor [an authenticated] a signed demand 3320
for proceeds before distribution of the proceeds is completed. 3321
Sec. 80. Section 42a-9-616 of the general statutes is repealed and the 3322
following is substituted in lieu thereof (Effective January 1, 2026): 3323
(a) In this section: 3324
(1) "Explanation" means a [writing] record that: 3325
(A) States the amount of the surplus or deficiency; 3326
(B) Provides an explanation in accordance with subsection (c) of this 3327
section of how the secured party calculated the surplus or deficiency; 3328
(C) States, if applicable, that future debits, credits, charges, including 3329
additional credit service charges or interest, rebates and expenses may 3330
affect the amount of the surplus or deficiency; and 3331
Raised Bill No. 6970
LCO No. 4577 123 of 163
(D) Provides a telephone number or mailing address from which 3332
additional information concerning the transaction is available. 3333
(2) "Request" means a record: 3334
(A) [Authenticated] Signed by a debtor or consumer obligor; 3335
(B) Requesting that the recipient provide an explanation; and 3336
(C) Sent after disposition of the collateral under section 42a-9-610. 3337
(b) In a consumer-goods transaction in which the debtor is entitled to 3338
a surplus or a consumer obligor is liable for a deficiency under section 3339
42a-9-615, as amended by this act, the secured party shall: 3340
(1) Send an explanation to the debtor or consumer obligor, as 3341
applicable, after the disposition and: 3342
(A) Before or when the secured party accounts to the debtor and pays 3343
any surplus or first makes [written] demand in a record on the consumer 3344
obligor after the disposition for payment of the deficiency; and 3345
(B) Within fourteen days after receipt of a request; or 3346
(2) In the case of a consumer obligor who is liable for a deficiency, 3347
within fourteen days after receipt of a request, send to the consumer 3348
obligor a record waiving the secured party's right to a deficiency. 3349
(c) To comply with subparagraph (B) of subdivision (1) of subsection 3350
(a) of this section, [a writing] an explanation must provide the following 3351
information in the following order: 3352
(1) The aggregate amount of obligations secured by the security 3353
interest under which the disposition was made, and, if the amount 3354
reflects a rebate of unearned interest or credit service charge, an 3355
indication of that fact, calculated as of a specified date: 3356
(A) If the secured party takes or receives possession of the collateral 3357
Raised Bill No. 6970
LCO No. 4577 124 of 163
after default, not more than thirty-five days before the secured party 3358
takes or receives possession; or 3359
(B) If the secured party takes or receives possession of the collateral 3360
before default or does not take possession of the collateral, not more 3361
than thirty-five days before the disposition; 3362
(2) The amount of proceeds of the disposition; 3363
(3) The aggregate amount of the obligations after deducting the 3364
amount of proceeds; 3365
(4) The amount, in the aggregate or by type, and types of expenses, 3366
including expenses of retaking, holding, preparing for disposition, 3367
processing and disposing of the collateral, and attorney's fees secured 3368
by the collateral which are known to the secured party and relate to the 3369
current disposition; 3370
(5) The amount, in the aggregate or by type, and types of credits, 3371
including rebates of interest or credit service charges, to which the 3372
obligor is known to be entitled and which are not reflected in the 3373
amount in subdivision (1) of this subsection; and 3374
(6) The amount of the surplus or deficiency. 3375
(d) A particular phrasing of the explanation is not required. An 3376
explanation complying substantially with the requirements of 3377
subsection (a) of this section is sufficient, even if it includes minor errors 3378
that are not seriously misleading. 3379
(e) A debtor or consumer obligor is entitled without charge to one 3380
response to a request under this section during any six-month period in 3381
which the secured party did not send to the debtor or consumer obligor 3382
an explanation pursuant to subdivision (1) of subsection (b) of this 3383
section. The secured party may require payment of a charge not 3384
exceeding twenty-five dollars for each additional response. 3385
Raised Bill No. 6970
LCO No. 4577 125 of 163
Sec. 81. Subsection (a) of section 42a-9-619 of the general statutes is 3386
repealed and the following is substituted in lieu thereof (Effective January 3387
1, 2026): 3388
(a) In this section, "transfer statement" means a record [authenticated] 3389
signed by a secured party stating: 3390
(1) That the debtor has defaulted in connection with an obligation 3391
secured by specified collateral; 3392
(2) That the secured party has exercised its post-default remedies 3393
with respect to the collateral; 3394
(3) That, by reason of the exercise, a transferee has acquired the rights 3395
of the debtor in the collateral; and 3396
(4) The name and mailing address of the secured party, debtor and 3397
transferee. 3398
Sec. 82. Section 42a-9-620 of the general statutes is repealed and the 3399
following is substituted in lieu thereof (Effective January 1, 2026): 3400
(a) Except as otherwise provided in subsection (g) of this section, a 3401
secured party may accept collateral in full or partial satisfaction of the 3402
obligation it secures only if: 3403
(1) The debtor consents to the acceptance under subsection (c) of this 3404
section; 3405
(2) The secured party does not receive, within the time set forth in 3406
subsection (d) of this section, a notification of objection to the proposal 3407
[authenticated] signed by: 3408
(A) A person to which the secured party was required to send a 3409
proposal under section 42a-9-621, as amended by this act; or 3410
(B) Any other person, other than the debtor, holding an interest in the 3411
collateral subordinate to the security interest that is the subject of the 3412
Raised Bill No. 6970
LCO No. 4577 126 of 163
proposal; 3413
(3) If the collateral is consumer goods, the collateral is not in the 3414
possession of the debtor when the debtor consents to the acceptance; 3415
and 3416
(4) Subsection (e) of this section does not require the secured party to 3417
dispose of the collateral or the debtor waives the requirement pursuant 3418
to section 42a-9-624, as amended by this act. 3419
(b) A purported or apparent acceptance of collateral under this 3420
section is ineffective unless: 3421
(1) The secured party consents to the acceptance in [an authenticated] 3422
a signed record or sends a proposal to the debtor; and 3423
(2) The conditions of subsection (a) of this section are met. 3424
(c) For purposes of this section: 3425
(1) A debtor consents to an acceptance of collateral in partial 3426
satisfaction of the obligation it secures only if the debtor agrees to the 3427
terms of the acceptance in a record [authenticated] signed after default; 3428
and 3429
(2) A debtor consents to an acceptance of collateral in full satisfaction 3430
of the obligation it secures only if the debtor agrees to the terms of the 3431
acceptance in a record [authenticated] signed after default or the 3432
secured party: 3433
(A) Sends to the debtor after default a proposal that is unconditional 3434
or subject only to a condition that collateral not in the possession of the 3435
secured party be preserved or maintained; 3436
(B) In the proposal, proposes to accept collateral in full satisfaction of 3437
the obligation it secures; and 3438
(C) Does not receive a notification of objection [authenticated] signed 3439
Raised Bill No. 6970
LCO No. 4577 127 of 163
by the debtor within twenty days after the proposal is sent. 3440
(d) To be effective under subdivision (2) of subsection (a) of this 3441
section, a notification of objection must be received by the secured party: 3442
(1) In the case of a person to which the proposal was sent pursuant to 3443
section 42a-9-621, as amended by this act, within twenty days after 3444
notification was sent to that person; and 3445
(2) In other cases: 3446
(A) Within twenty days after the last notification was sent pursuant 3447
to section 42a-9-621, as amended by this act; or 3448
(B) If a notification was not sent, before the debtor consents to the 3449
acceptance under subsection (c) of this section. 3450
(e) A secured party that has taken possession of collateral shall 3451
dispose of the collateral pursuant to section 42a-9-610 within the time 3452
specified in subsection (f) of this section if: 3453
(1) Sixty per cent of the cash price has been paid in the case of a 3454
purchase-money security interest in consumer goods; or 3455
(2) Sixty per cent of the principal amount of the obligation secured 3456
has been paid in the case of a non-purchase-money security interest in 3457
consumer goods. 3458
(f) To comply with subsection (e) of this section, the secured party 3459
shall dispose of the collateral: 3460
(1) Within ninety days after taking possession; or 3461
(2) Within any longer period to which the debtor and all secondary 3462
obligors have agreed in an agreement to that effect entered into and 3463
[authenticated] signed after default. 3464
(g) In a consumer transaction, a secured party may not accept 3465
Raised Bill No. 6970
LCO No. 4577 128 of 163
collateral in partial satisfaction of the obligation it secures. 3466
(h) Nothing in subsection (b) of this section shall prohibit a consumer 3467
in a consumer goods transaction from proving that the secured party 3468
has agreed to accept the collateral in full satisfaction of the obligation by 3469
means other than [an authenticated] a signed record. 3470
Sec. 83. Section 42A-9-621 of the general statutes is repealed and the 3471
following is substituted in lieu thereof (Effective January 1, 2026): 3472
(a) A secured party that desires to accept collateral in full or partial 3473
satisfaction of the obligation it secures shall send its proposal to: 3474
(1) Any person from which the secured party has received, before the 3475
debtor consented to the acceptance, [an authenticated] a signed 3476
notification of a claim of an interest in the collateral; 3477
(2) Any other secured party or lienholder that, ten days before the 3478
debtor consented to the acceptance, held a security interest in or other 3479
lien on the collateral perfected by the filing of a financing statement that: 3480
(A) Identified the collateral; 3481
(B) Was indexed under the debtor's name as of that date; and 3482
(C) Was filed in the office or offices in which to file a financing 3483
statement against the debtor covering the collateral as of that date; and 3484
(3) Any other secured party that, ten days before the debtor 3485
consented to the acceptance, held a security interest in the collateral 3486
perfected by compliance with a statute, regulation or treaty described in 3487
subsection (a) of section 42a-9-311. 3488
(b) A secured party that desires to accept collateral in partial 3489
satisfaction of the obligation it secures shall send its proposal to any 3490
secondary obligor in addition to the persons described in subsection (a) 3491
of this section. 3492
Raised Bill No. 6970
LCO No. 4577 129 of 163
Sec. 84. Section 42a-9-624 of the general statutes is repealed and the 3493
following is substituted in lieu thereof (Effective January 1, 2026): 3494
(a) A debtor or secondary obligor may waive the right to notification 3495
of disposition of collateral under section 42a-9-611, as amended by this 3496
act, only by an agreement to that effect entered into and [authenticated] 3497
signed after default. 3498
(b) A debtor may waive the right to require disposition of collateral 3499
under subsection (e) of section 42a-9-620, as amended by this act, only 3500
by an agreement to that effect entered into and [authenticated] signed 3501
after default. 3502
(c) Except in a consumer-goods transaction, a debtor or secondary 3503
obligor may waive the right to redeem collateral under section 42a-9-3504
623 only by an agreement to that effect entered into and [authenticated] 3505
signed after default. 3506
Sec. 85. Section 42a-9-628 of the general statutes is repealed and the 3507
following is substituted in lieu thereof (Effective January 1, 2026): 3508
(a) [Unless] Subject to subsection (f) of this section, unless a secured 3509
party knows that a person is a debtor or obligor, knows the identity of 3510
the person and knows how to communicate with the person: 3511
(1) The secured party is not liable to the person, or to a secured party 3512
or lienholder that has filed a financing statement against the person, for 3513
failure to comply with this article; and 3514
(2) The secured party's failure to comply with this article does not 3515
affect the liability of the person for a deficiency. 3516
(b) [A] Subject to subsection (f) of this section, a secured party is not 3517
liable because of its status as secured party: 3518
(1) To a person that is a debtor or obligor, unless the secured party 3519
knows: 3520
Raised Bill No. 6970
LCO No. 4577 130 of 163
(A) That the person is a debtor or obligor; 3521
(B) The identity of the person; and 3522
(C) How to communicate with the person; or 3523
(2) To a secured party or lienholder that has filed a financing 3524
statement against a person, unless the secured party knows: 3525
(A) That the person is a debtor; and 3526
(B) The identity of the person. 3527
(c) A secured party is not liable to any person, and a person's liability 3528
for a deficiency is not affected, because of any act or omission arising 3529
out of the secured party's reasonable belief that a transaction is not a 3530
consumer-goods transaction or a consumer transaction or that goods are 3531
not consumer goods, if the secured party's belief is based on its 3532
reasonable reliance on: 3533
(1) A debtor's representation concerning the purpose for which 3534
collateral was to be used, acquired or held; or 3535
(2) An obligor's representation concerning the purpose for which a 3536
secured obligation was incurred. 3537
(d) A secured party is not liable to any person under subdivision (2) 3538
of subsection (c) of section 42a-9-625 for its failure to comply with 3539
section 42a-9-616, as amended by this act. 3540
(e) A secured party is not liable under subdivision (2) of subsection 3541
(c) of section 42a-9-625 more than once with respect to any one secured 3542
obligation. 3543
(f) Subsections (a) and (b) of this section do not apply to limit the 3544
liability of a secured party to a person if, at the time the secured party 3545
obtains control of collateral that is a controllable account, controllable 3546
electronic record or controllable payment intangible, or at the time the 3547
Raised Bill No. 6970
LCO No. 4577 131 of 163
security interest attaches to the collateral, whichever is later: 3548
(1) The person is a debtor or obligor; and 3549
(2) The secured party knows that the information in subparagraph 3550
(A), (B) or (C) of subdivision (1) of subsection (b) of this section relating 3551
to the person is not provided by the collateral, a record attached to or 3552
logically associated with the collateral or the system in which the 3553
collateral is recorded. 3554
Sec. 86. (NEW) (Effective January 1, 2026) Sections 86 to 92, inclusive, 3555
of this act may be cited as Uniform Commercial Code—Controllable 3556
Electronic Records. 3557
Sec. 87. (NEW) (Effective January 1, 2026) (a) In sections 86 to 92, 3558
inclusive, of this act: 3559
(1) "Controllable electronic record" means a record stored in an 3560
electronic medium that can be subjected to control under section 90 of 3561
this act. The term does not include a controllable account, a controllable 3562
payment intangible, a deposit account, an electronic copy of a record 3563
evidencing chattel paper, an electronic document of title, electronic 3564
money, investment property or a transferable record. 3565
(2) "Qualifying purchaser" means a purchaser of a controllable 3566
electronic record or an interest in a controllable electronic record that 3567
obtains control of the controllable electronic record for value, in good 3568
faith, and without notice of a claim of a property right in the controllable 3569
electronic record. 3570
(3) "Transferable record" has the meaning provided for that term in: 3571
(A) Section 201(a)(1) of the Electronic Signatures in Global and 3572
National Commerce Act, 15 USC 7021(a)(1), as amended from time to 3573
time; or 3574
(B) Subsection (a) of section 1-281 of the general statutes. 3575
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(4) "Value" has the meaning provided in subsection (a) of section 42a-3576
3-303 of the general statutes, as if references in said subsection to an 3577
"instrument" were references to a controllable account, controllable 3578
electronic record or controllable payment intangible. 3579
(b) The definitions in article 9, as amended by this act, of "account 3580
debtor", "controllable account", "controllable payment intangible", 3581
"chattel paper", "deposit account", "electronic money" and "investment 3582
property" apply to sections 86 to 92, inclusive, of this act. 3583
(c) Article 1 contains general definitions and principles of 3584
construction and interpretation applicable throughout this article. 3585
Sec. 88. (NEW) (Effective January 1, 2026) (a) If there is conflict between 3586
sections 86 to 92, inclusive, of this act and article 9, as amended by this 3587
act, article 9, as amended by this act, governs. 3588
(b) A transaction subject to sections 86 to 92, inclusive, of this act, is 3589
subject to any applicable rule of law that establishes a different rule for 3590
consumers and (1) any other statute or regulation that regulates the 3591
rates, charges, agreements and practices for loans, credit sales or other 3592
extensions of credit, and (2) any consumer protection statute or 3593
regulation. 3594
Sec. 89. (NEW) (Effective January 1, 2026) (a) This section applies to the 3595
acquisition and purchase of rights in a controllable account or 3596
controllable payment intangible, including the rights and benefits under 3597
subsections (c), (d), (e), (g) and (h) of this section of a purchaser and 3598
qualifying purchaser, in the same manner this section applies to a 3599
controllable electronic record. 3600
(b) To determine whether a purchaser of a controllable account or a 3601
controllable payment intangible is a qualifying purchaser, the purchaser 3602
obtains control of the account or payment intangible if it obtains control 3603
of the controllable electronic record that evidences the account or 3604
payment intangible. 3605
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(c) Except as provided in this section, law other than sections 86 to 92, 3606
inclusive, of this act determines whether a person acquires a right in a 3607
controllable electronic record and the right the person acquires. 3608
(d) A purchaser of a controllable electronic record acquires all rights 3609
in the controllable electronic record that the transferor had or had power 3610
to transfer, except that a purchaser of a limited interest in a controllable 3611
electronic record acquires rights only to the extent of the interest 3612
purchased. 3613
(e) A qualifying purchaser acquires its rights in the controllable 3614
electronic record free of a claim of a property right in the controllable 3615
electronic record. 3616
(f) Except as provided in subsections (a) and (e) of this section for a 3617
controllable account and a controllable payment intangible or law other 3618
than sections 86 to 92, inclusive, of this act, a qualifying purchaser takes 3619
a right to payment, right to performance or other interest in property 3620
evidenced by the controllable electronic record subject to a claim of a 3621
property right in the right to payment, right to performance or other 3622
interest in property. 3623
(g) An action may not be asserted against a qualifying purchaser 3624
based on both a purchase by the qualifying purchaser of a controllable 3625
electronic record and a claim of a property right in another controllable 3626
electronic record, whether the action is framed in conversion, replevin, 3627
constructive trust, equitable lien or other theory. 3628
(h) Filing of a financing statement under article 9, as amended by this 3629
act, is not notice of a claim of a property right in a controllable electronic 3630
record. 3631
Sec. 90. (NEW) (Effective January 1, 2026) (a) A person has control of a 3632
controllable electronic record if the electronic record, a record attached 3633
to or logically associated with the electronic record or a system in which 3634
the electronic record is recorded: 3635
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(1) Gives the person: 3636
(A) Power to avail itself of substantially all the benefit from the 3637
electronic record; and 3638
(B) Exclusive power, subject to subsection (b) of this section, to: 3639
(i) Prevent others from availing themselves of substantially all the 3640
benefit from the electronic record; and 3641
(ii) Transfer control of the electronic record to another person or cause 3642
another person to obtain control of another controllable electronic 3643
record as a result of the transfer of the electronic record; and 3644
(2) Enables the person readily to identify itself in any way, including 3645
by name, identifying number, cryptographic key, office or account 3646
number, as having the powers specified in subdivision (1) of this 3647
subsection. 3648
(b) Subject to subsection (c) of this section, a power is exclusive under 3649
subparagraphs (B)(i) and (B)(ii) of subdivision (1) of subsection (a) of 3650
this section even if: 3651
(1) The controllable electronic record, a record attached to or logically 3652
associated with the electronic record or a system in which the electronic 3653
record is recorded limits the use of the electronic record or has a protocol 3654
programmed to cause a change, including a transfer or loss of control or 3655
a modification of benefits afforded by the electronic record; or 3656
(2) The power is shared with another person. 3657
(c) A power of a person is not shared with another person under 3658
subdivision (2) of subsection (b) of this section and the person's power 3659
is not exclusive if: 3660
(1) The person can exercise the power only if the power also is 3661
exercised by the other person; and 3662
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(2) The other person: 3663
(A) Can exercise the power without exercise of the power by the 3664
person; or 3665
(B) Is the transferor to the person of an interest in the controllable 3666
electronic record or a controllable account or controllable payment 3667
intangible evidenced by the controllable electronic record. 3668
(d) If a person has the powers specified in subparagraphs (B)(i) and 3669
(B)(ii) of subdivision (1) of subsection (a) of this section, the powers are 3670
presumed to be exclusive. 3671
(e) A person has control of a controllable electronic record if another 3672
person, other than the transferor to the person of an interest in the 3673
controllable electronic record or a controllable account or controllable 3674
payment intangible evidenced by the controllable electronic record: 3675
(1) Has control of the electronic record and acknowledges that it has 3676
control on behalf of the person; or 3677
(2) Obtains control of the electronic record after having 3678
acknowledged that it will obtain control of the electronic record on 3679
behalf of the person. 3680
(f) A person that has control under this section is not required to 3681
acknowledge that it has control on behalf of another person. 3682
(g) If a person acknowledges that it has or will obtain control on 3683
behalf of another person, unless the person otherwise agrees or law 3684
other than sections 86 to 92, inclusive, of this act or article 9, as amended 3685
by this act, otherwise provides, the person does not owe any duty to the 3686
other person and is not required to confirm the acknowledgment to any 3687
other person. 3688
Sec. 91. (NEW) (Effective January 1, 2026) (a) An account debtor on a 3689
controllable account or controllable payment intangible may discharge 3690
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its obligation by paying: 3691
(1) The person having control of the controllable electronic record 3692
that evidences the controllable account or controllable payment 3693
intangible; or 3694
(2) Except as provided in subsection (b) of this section, a person that 3695
formerly had control of the controllable electronic record. 3696
(b) Subject to subsection (d) of this section, the account debtor may 3697
not discharge its obligation by paying a person that formerly had control 3698
of the controllable electronic record if the account debtor receives a 3699
notification that: 3700
(1) Is signed by a person that formerly had control or the person to 3701
which control was transferred; 3702
(2) Reasonably identifies the controllable account or controllable 3703
payment intangible; 3704
(3) Notifies the account debtor that control of the controllable 3705
electronic record that evidences the controllable account or controllable 3706
payment intangible was transferred; 3707
(4) Identifies the transferee, in any reasonable way, including by 3708
name, identifying number, cryptographic key, office or account number; 3709
and 3710
(5) Provides a commercially reasonable method by which the account 3711
debtor is to pay the transferee. 3712
(c) After receipt of a notification that complies with subsection (b) of 3713
this section, the account debtor may discharge its obligation by paying 3714
in accordance with the notification and may not discharge the obligation 3715
by paying a person that formerly had control. 3716
(d) Subject to subsection (h) of this section, notification is ineffective 3717
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under subsection (b) of this section: 3718
(1) Unless, before the notification is sent, the account debtor and the 3719
person that, at that time, had control of the controllable electronic record 3720
that evidences the controllable account or controllable payment 3721
intangible agree in a signed record to a commercially reasonable method 3722
by which a person may furnish reasonable proof that control has been 3723
transferred; 3724
(2) To the extent an agreement between the account debtor and seller 3725
of a payment intangible limits the account debtor's duty to pay a person 3726
other than the seller and the limitation is effective under law other than 3727
sections 86 to 92, inclusive, of this act; or 3728
(3) At the option of the account debtor, if the notification notifies the 3729
account debtor to: 3730
(A) Divide a payment; 3731
(B) Make less than the full amount of an installment or other periodic 3732
payment; or 3733
(C) Pay any part of a payment by more than one method or to more 3734
than one person. 3735
(e) Subject to subsection (h) of this section, if requested by the account 3736
debtor, the person giving the notification under subsection (b) of this 3737
section shall seasonably furnish reasonable proof, using the method in 3738
the agreement referred to in subdivision (1) of subsection (d) of this 3739
section, that control of the controllable electronic record has been 3740
transferred. Unless the person complies with the request, the account 3741
debtor may discharge its obligation by paying a person that formerly 3742
had control, even if the account debtor has received a notification under 3743
subsection (b) of this section. 3744
(f) A person furnishes reasonable proof under subsection (e) of this 3745
section that control has been transferred if the person demonstrates, 3746
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using the method in the agreement referred to in subdivision (1) of 3747
subsection (d) of this section, that the transferee has the power to: 3748
(1) Avail itself of substantially all the benefit from the controllable 3749
electronic record; 3750
(2) Prevent others from availing themselves of substantially all the 3751
benefit from the controllable electronic record; and 3752
(3) Transfer the powers specified in subdivisions (1) and (2) of this 3753
subsection to another person. 3754
(g) Subject to subsection (h) of this section, an account debtor may not 3755
waive or vary its rights under subdivision (1) of subsection (d) of this 3756
section and subsection (e) of this section, or its option under subdivision 3757
(3) of subsection (d) of this section. 3758
(h) This section is subject to law other than sections 86 to 92, inclusive, 3759
of this act, which establishes a different rule for an account debtor who 3760
is an individual and who incurred the obligation primarily for personal, 3761
family or household purposes. 3762
Sec. 92. (NEW) (Effective January 1, 2026) (a) Except as provided in 3763
subsection (b) of this section, the local law of a controllable electronic 3764
record's jurisdiction governs a matter covered by sections 86 to 92, 3765
inclusive, of this act. 3766
(b) For a controllable electronic record that evidences a controllable 3767
account or controllable payment intangible, the local law of the 3768
controllable electronic record's jurisdiction governs a matter covered by 3769
section 91 of this act, unless an effective agreement determines that the 3770
local law of another jurisdiction governs. 3771
(c) The following rules determine a controllable electronic record's 3772
jurisdiction under this section: 3773
(1) If the controllable electronic record, or a record attached to or 3774
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logically associated with the controllable electronic record and readily 3775
available for review, expressly provides that a particular jurisdiction is 3776
the controllable electronic record's jurisdiction for purposes of sections 3777
86 to 92, inclusive, of this act or the Uniform Commercial Code, as 3778
adopted in this title, that jurisdiction is the controllable electronic 3779
record's jurisdiction. 3780
(2) If subdivision (1) of this subsection does not apply and the rules 3781
of the system in which the controllable electronic record is recorded are 3782
readily available for review and expressly provide that a particular 3783
jurisdiction is the controllable electronic record's jurisdiction for 3784
purposes of sections 86 to 92, inclusive, of this act or the Uniform 3785
Commercial Code, as adopted in this title, that jurisdiction is the 3786
controllable electronic record's jurisdiction. 3787
(3) If subdivisions (1) and (2) of this subsection do not apply and the 3788
controllable electronic record, or a record attached to or logically 3789
associated with the controllable electronic record and readily available 3790
for review, expressly provides that the controllable electronic record is 3791
governed by the law of a particular jurisdiction, that jurisdiction is the 3792
controllable electronic record's jurisdiction. 3793
(4) If subdivisions (1), (2) and (3) of this subsection do not apply and 3794
the rules of the system in which the controllable electronic record is 3795
recorded are readily available for review and expressly provide that the 3796
controllable electronic record or the system is governed by the law of a 3797
particular jurisdiction, that jurisdiction is the controllable electronic 3798
record's jurisdiction. 3799
(5) If subdivisions (1) to (4), inclusive, of this subsection do not apply, 3800
the controllable electronic record's jurisdiction is the District of 3801
Columbia. 3802
(d) If subdivision (5) of subsection (c) of this section applies and 3803
sections 86 to 92, inclusive, of this act are not in effect in the District of 3804
Columbia without material modification, the governing law for a matter 3805
Raised Bill No. 6970
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covered by sections 86 to 92, inclusive, of this act is the law of the District 3806
of Columbia as though sections 86 to 92, inclusive, of this act were in 3807
effect in the District of Columbia without material modification. In this 3808
subsection, "sections 86 to 92, inclusive, of this act" means Article 12 of 3809
Uniform Commercial Code Amendments (2022). 3810
(e) To the extent subsections (a) and (b) of this section provide that 3811
the local law of the controllable electronic record's jurisdiction governs 3812
a matter covered by this article, that law governs even if the matter or a 3813
transaction to which the matter relates does not bear any relation to the 3814
controllable electronic record's jurisdiction. 3815
(f) The rights acquired under section 89 of this act by a purchaser or 3816
qualifying purchaser are governed by the law applicable under this 3817
section at the time of purchase. 3818
Sec. 93. (NEW) (Effective January 1, 2026) Sections 93 to 101, inclusive, 3819
of this act may be cited as Transitional Provisions for Uniform 3820
Commercial Code Amendments (2022). 3821
Sec. 94. (NEW) (Effective January 1, 2026) (a) In sections 93 to 101, 3822
inclusive, of this act: 3823
(1) "Adjustment date" means January 1, 2027. 3824
(2) "Sections 86 to 92, inclusive, of this act" means Article 12 of the 3825
Uniform Commercial Code, as adopted in this title. 3826
(3) "Article 12 property" means a controllable account, controllable 3827
electronic record or controllable payment intangible. 3828
(b) The following definitions in other articles of the Uniform 3829
Commercial Code, as adopted in this title, apply to sections 93 to 101, 3830
inclusive, of this act: 3831
T75 "Controllable account". Section 42a-9-102 of the general statutes, as
amended by this act.
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LCO No. 4577 141 of 163
T76 "Controllable electronic record". Section 87 of this act.
T77 "Controllable payment intangible". Section 42a-9-102 of the general
statutes, as amended by this act.
T78 "Electronic money". Section 42a-9-102 of the general statutes, as
amended by this act.
T79 "Financing statement". Section 42a-9-102 of the general statutes, as
amended by this act.
(c) Article 1 contains general definitions and principles of 3832
construction and interpretation applicable throughout sections 93 to 3833
101, inclusive, of this act. 3834
Sec. 95. (NEW) (Effective January 1, 2026) Except as provided in 3835
sections 96 to 101, inclusive, of this act, a transaction validly entered into 3836
before January 1, 2026, and the rights, duties and interests flowing from 3837
the transaction remain valid thereafter and may be terminated, 3838
completed, consummated or enforced as required or permitted by law 3839
other than the Uniform Commercial Code, as adopted in this title, or, if 3840
applicable, this title, as though this act had not taken effect. 3841
Sec. 96. (NEW) (Effective January 1, 2026) (a) Except as provided in 3842
sections 93 and 94 of this act, article 9, as amended by this act, and 3843
sections 86 to 92, inclusive, of this act apply to a transaction, lien or other 3844
interest in property, even if the transaction, lien or interest was entered 3845
into, created or acquired before January 1, 2026. 3846
(b) Except as provided in subsection (c) of this section and sections 97 3847
to 101, inclusive, of this act: 3848
(1) A transaction, lien or interest in property that was validly entered 3849
into, created or transferred before January 1, 2026, and was not 3850
governed by the Uniform Commercial Code, as enacted in this title, but 3851
would be subject to article 9, as amended by this act, or sections 86 to 92, 3852
inclusive, of this act if it had been entered into, created or transferred on 3853
or after January 1, 2026, including the rights, duties and interests 3854
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flowing from the transaction, lien or interest, remains valid on and after 3855
January 1, 2026; and 3856
(2) The transaction, lien or interest may be terminated, completed, 3857
consummated and enforced as required or permitted by this act or by 3858
the law that would apply if this act had not taken effect. 3859
(c) This act does not affect an action, case or proceeding commenced 3860
before January 1, 2026. 3861
Sec. 97. (NEW) (Effective January 1, 2026) (a) A security interest that is 3862
enforceable and perfected immediately before January 1, 2026, is a 3863
perfected security interest under this act if, on January 1, 2026, the 3864
requirements for enforceability and perfection under this act are 3865
satisfied without further action. 3866
(b) If a security interest is enforceable and perfected immediately 3867
before January 1, 2026, but the requirements for enforceability or 3868
perfection under this act are not satisfied on January 1, 2026, the security 3869
interest: 3870
(1) Is a perfected security interest until the earlier of the time 3871
perfection would have ceased under the law in effect immediately 3872
before January 1, 2026, or the adjustment date; 3873
(2) Remains enforceable thereafter only if the security interest 3874
satisfies the requirements for enforceability under section 42a-9-203 of 3875
the general statutes, as amended by this act, before the adjustment date; 3876
and 3877
(3) Remains perfected thereafter only if the requirements for 3878
perfection under this act are satisfied before the time specified in 3879
subdivision (1) of this subsection. 3880
Sec. 98. (NEW) (Effective January 1, 2026) A security interest that is 3881
enforceable immediately before January 1, 2026, but is unperfected at 3882
that time: 3883
Raised Bill No. 6970
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(1) Remains an enforceable security interest until the adjustment date; 3884
(2) Remains enforceable thereafter if the security interest becomes 3885
enforceable under section 42a-9-203 of the general statutes, as amended 3886
by this act, on January 1, 2026, or before the adjustment date; and 3887
(3) Becomes perfected: 3888
(A) Without further action, on January 1, 2026, if the requirements for 3889
perfection under this act are satisfied before or at that time; or 3890
(B) When the requirements for perfection are satisfied if the 3891
requirements are satisfied after that time. 3892
Sec. 99. (NEW) (Effective January 1, 2026) (a) If action, other than the 3893
filing of a financing statement, is taken before January 1, 2026, and the 3894
action would have resulted in perfection of the security interest had the 3895
security interest become enforceable before January 1, 2026, the action is 3896
effective to perfect a security interest that attaches under this act before 3897
the adjustment date. An attached security interest becomes unperfected 3898
on the adjustment date unless the security interest becomes a perfected 3899
security interest under this act before the adjustment date. 3900
(b) The filing of a financing statement before January 1, 2026, is 3901
effective to perfect a security interest on January 1, 2026, to the extent 3902
the filing would satisfy the requirements for perfection under this act. 3903
(c) The taking of an action before January 1, 2026, is sufficient for the 3904
enforceability of a security interest on January 1, 2026, if the action 3905
would satisfy the requirements for enforceability under this act. 3906
Sec. 100. (NEW) (Effective January 1, 2026) (a) Subject to subsections 3907
(b) and (c) of this section, this act determines the priority of conflicting 3908
claims to collateral. 3909
(b) Subject to subsection (c) of this section, if the priorities of claims 3910
to collateral were established before January 1, 2026, article 9, as in effect 3911
Raised Bill No. 6970
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before January 1, 2026, determines priority. 3912
(c) On the adjustment date, to the extent the priorities determined by 3913
article 9, as amended by this act, modify the priorities established before 3914
January 1, 2026, the priorities of claims to article 12 property and 3915
electronic money established before January 1, 2026, cease to apply. 3916
Sec. 101. (NEW) (Effective January 1, 2026) (a) Subject to subsections 3917
(b) and (c) of this section, sections 86 to 92, inclusive, of this act 3918
determine the priority of conflicting claims to article 12 property when 3919
the priority rules of article 9, as amended by this act, do not apply. 3920
(b) Subject to subsection (c) of this section, when the priority rules of 3921
article 9, as amended by this act, do not apply and the priorities of claims 3922
to article 12 property were established before January 1, 2026, law other 3923
than sections 86 to 92, inclusive, of this act determines priority. 3924
(c) When the priority rules of article 9, as amended by this act, do not 3925
apply, to the extent the priorities determined by this act modify the 3926
priorities established before January 1, 2026, the priorities of claims to 3927
article 12 property established before January 1, 2026, cease to apply on 3928
the adjustment date. 3929
Sec. 102. Section 1-1a of the general statutes is repealed and the 3930
following is substituted in lieu thereof (Effective January 1, 2026): 3931
Unless the context of any statute requires a different interpretation, 3932
all words and terms appearing in any statute and relating to security in 3933
personal property shall be construed to mean their counterparts in 3934
[subdivision (35) of subsection (b) of] section 42a-1-201, as amended by 3935
this act, and chapter 748. In particular "chattel mortgage", "conditional 3936
sale contract" or "lien" on personal property, except a lien of the type to 3937
which chapter 748 does not apply under subdivision (2) of subsection 3938
(d) of section 42a-9-109, shall be construed to mean "security interest"; 3939
"mortgagor" and "conditional vendee" shall be construed to mean 3940
"debtor"; "mortgagee" and "conditional vendor" shall be construed to 3941
Raised Bill No. 6970
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mean "secured party". 3942
Sec. 103. Subsection (d) of section 1-281 of the general statutes is 3943
repealed and the following is substituted in lieu thereof (Effective January 3944
1, 2026): 3945
(d) Except as otherwise agreed, a person having control of a 3946
transferable record is the holder, as defined in [subdivision (21) of 3947
subsection (b) of] section 42a-1-201, as amended by this act, or other 3948
similar law, of the transferable record and has the same rights and 3949
defenses as a holder of an equivalent record or writing under the 3950
Uniform Commercial Code, or other similar law, including, if the 3951
applicable statutory requirements under subsection (a) of section 42a-3-3952
302 or section 42a-7-501 or 42a-9-308, or other similar law, are satisfied, 3953
the rights and defenses of a holder in due course, a holder to which a 3954
negotiable document of title has been duly negotiated or a purchaser, 3955
respectively. Delivery, possession and endorsement are not required to 3956
obtain or exercise any of the rights under this subsection. 3957
Sec. 104. Subsection (a) of section 12-35a of the general statutes is 3958
repealed and the following is substituted in lieu thereof (Effective January 3959
1, 2026): 3960
Whenever used in this section, unless the context otherwise requires: 3961
(1) "Goods" means goods, as defined in [subdivision (44) of subsection 3962
(a) of] section 42a-9-102, as amended by this act; (2) "proceeds" means 3963
proceeds, as defined in [subdivision (64) of subsection (a) of] section 3964
42a-9-102, as amended by this act; (3) "debtor" means the taxpayer; (4) 3965
"secured party" means the state of Connecticut; (5) "collateral" means 3966
property which is the subject of the tax lien; (6) "obligations" means 3967
amount of tax and accrued penalties and interest claimed to be due the 3968
state in relation to the tax lien; (7) "person" means any individual, trust, 3969
partnership, association, company, limited liability company or 3970
corporation; (8) "purchase money security interest" means purchase 3971
money security interest, as defined in section 42a-9-103a; (9) 3972
Raised Bill No. 6970
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"commercial transactions financing agreement" means an agreement 3973
entered into by a person in the course of his trade or business to make 3974
loans to the taxpayer, part or all of the security for repayment of any 3975
such loan being inventory acquired by the taxpayer in the ordinary 3976
course of trade or business; (10) "qualified property" when used with 3977
respect to a commercial transactions financing agreement, means 3978
inventory; (11) "obligatory disbursement agreement" means an 3979
agreement, entered into by a person in the course of trade or business, 3980
to make disbursements but such an agreement shall be considered 3981
within this term only to the extent of disbursements which are required 3982
to be made by reason of the intervention of the rights of a person other 3983
than the taxpayer; (12) "qualified property" when used with respect to 3984
obligatory disbursement agreement, means property subject to the lien 3985
imposed in accordance with this section, at the time of tax lien filing and, 3986
to the extent that the acquisition is directly traceable to the 3987
disbursements under an obligatory disbursement agreement, property 3988
acquired by the taxpayer after the time of tax lien filing; (13) "inventory" 3989
means inventory, as defined in [subdivision (48) of subsection (a) of] 3990
section 42a-9-102, as amended by this act; (14) "lien creditor" means lien 3991
creditor, as defined in [subdivision (52) of subsection (a) of] section 42a-3992
9-102, as amended by this act; (15) "account" means account, as defined 3993
in [subdivision (2) of subsection (a) of] section 42a-9-102, as amended by 3994
this act; (16) "chattel paper" means chattel paper, as defined in 3995
[subdivision (11) of subsection (a) of] section 42a-9-102, as amended by 3996
this act; (17) "commercial tort claim" means commercial tort claim, as 3997
defined in [subdivision (13) of subsection (a) of] section 42a-9-102, as 3998
amended by this act; (18) "deposit account" means deposit account, as 3999
defined in [subdivision (29) of subsection (a) of] section 42a-9-102, as 4000
amended by this act; (19) "document" means document, as defined in 4001
[subdivision (30) of subsection (a) of] section 42a-9-102, as amended by 4002
this act; (20) "general intangible" means general intangible, as defined in 4003
[subdivision (42) of subsection (a) of] section 42a-9-102, as amended by 4004
this act; (21) "instrument" means instrument, as defined in [subdivision 4005
(47) of subsection (a) of] section 42a-9-102, as amended by this act; (22) 4006
Raised Bill No. 6970
LCO No. 4577 147 of 163
"investment property" means investment property, as defined in 4007
[subdivision (49) of subsection (a) of] section 42a-9-102, as amended by 4008
this act; (23) "filing office" means filing office, as defined in [subdivision 4009
(37) of subsection (a) of] section 42a-9-102, as amended by this act; and 4010
(24) "state" means state, as defined in [subdivision (77) of subsection (a) 4011
of] section 42a-9-102, as amended by this act, except that "the state" or 4012
"this state" means the state of Connecticut. 4013
Sec. 105. Subparagraph (C) of subdivision (70) of section 12-81 of the 4014
general statutes is repealed and the following is substituted in lieu 4015
thereof (Effective January 1, 2026): 4016
(C) The state and the municipality and district shall hold a security 4017
interest, as defined in [subdivision (35) of subsection (b) of] section 42a-4018
1-201, as amended by this act, in any machinery or equipment which is 4019
exempt from taxation pursuant to this subdivision, in an amount equal 4020
to the tax revenue reimbursed or lost, as the case may be, which shall be 4021
subordinate to any purchase money security interest, as defined in 4022
section 42a-9-103a. Such security interest shall be enforceable against the 4023
taxpayer for a period of five years after the last assessment year in which 4024
such exemption was received in any case in which the business 4025
organization ceases all business operations or moves its business 4026
operations entirely out of this state. Any assessor who has granted an 4027
exemption under this subdivision shall provide written notification to 4028
the secretary of the cessation of such operations or the move of such 4029
operations entirely out of this state. Such notification may be made at 4030
any time after the October first of the last assessment year in which such 4031
exemption is granted and before the September thirtieth that is five 4032
years after the conclusion of said assessment year. Upon receiving such 4033
notification and complying with the provisions of section 12-35a, as 4034
amended by this act, the state shall have a lien upon the machinery or 4035
equipment situated in this state and owned by the person that ceased all 4036
business operations or moved such operations entirely out of this state. 4037
Notwithstanding the provisions of section 12-35a, as amended by this 4038
act, the total amount of the reimbursement made by the state for the 4039
Raised Bill No. 6970
LCO No. 4577 148 of 163
property tax exemptions granted to the person under the provisions of 4040
this subdivision, shall be deemed to be the amount of the tax which such 4041
person failed to pay. Notwithstanding said section 12-35a, the 4042
information required to be included in the notice of lien for said tax shall 4043
be as follows: (i) The owner of the property upon which the lien is 4044
claimed, (ii) the business address or residence address of such owner, 4045
(iii) the specific property claimed to be subject to such lien, (iv) the 4046
location of such property at the time it was last made tax-exempt 4047
pursuant to this subdivision, (v) the total amount of the reimbursement 4048
made by the state for the property tax exemptions granted to such 4049
owner under the provisions of this subdivision, and (vi) the tax period 4050
or periods for which such lien is claimed. If more than one agency of the 4051
state perfects such a notice of lien on the same day, the priority of such 4052
liens shall be determined by the time of day such liens were perfected, 4053
and if perfected at the same time, the lien for the highest amount shall 4054
have priority. In addition to the other remedies provided in this 4055
subdivision, the Attorney General, upon request of the secretary, may 4056
bring a civil action in a court of competent jurisdiction to recover the 4057
amount of tax revenue reimbursed by the state from any person who 4058
received an exemption under this subdivision; 4059
Sec. 106. Subsections (a) and (b) of section 12-195a of the general 4060
statutes are repealed and the following is substituted in lieu thereof 4061
(Effective January 1, 2026): 4062
(a) "Goods" means goods as defined in [subdivision (44) of subsection 4063
(a) of] section 42a-9-102, as amended by this act; 4064
(b) "Proceeds" means proceeds as defined in [subdivision (64) of 4065
subsection (a) of] section 42a-9-102, as amended by this act; 4066
Sec. 107. Subdivision (1) of section 12-195f of the general statutes is 4067
repealed and the following is substituted in lieu thereof (Effective January 4068
1, 2026): 4069
(1) With respect to a security interest which came into existence after 4070
Raised Bill No. 6970
LCO No. 4577 149 of 163
tax lien filing but which (A) is in qualified property covered by the terms 4071
of a written agreement entered into before tax lien filing and 4072
constituting (i) a commercial transactions financing agreement, or (ii) an 4073
obligatory disbursement agreement, and (B) is protected under the laws 4074
of the state of Connecticut against a judgment lien arising, as of the time 4075
of tax lien filing, out of an unsecured obligation. (C) For purposes of this 4076
section, (i) the term "commercial transactions financing agreement" 4077
means an agreement, entered into by a person in the course of such 4078
person's trade or business, to make loans to the taxpayer, part or all of 4079
the security for repayment of said loans being inventory acquired by the 4080
taxpayer in the ordinary course of such taxpayer's trade or business, but 4081
such an agreement shall be treated as coming within the term only to 4082
the extent that such loan is made before the forty-sixth day after the date 4083
of tax lien filing or before the lender had actual notice or knowledge of 4084
such tax lien filing, whichever is earlier. (ii) The term "qualified 4085
property", when used with respect to a commercial transactions 4086
financing agreement, means inventory acquired by the taxpayer before 4087
the forty-sixth day after the date of tax lien filing. (iii) The term 4088
"obligatory disbursement agreement" means an agreement, entered into 4089
by a person in the course of such person's trade or business, to make 4090
disbursements, but such an agreement shall be treated as coming within 4091
the term only to the extent of disbursements which are required to be 4092
made by reason of the intervention of the rights of a person other than 4093
the taxpayer. (iv) The term "qualified property", when used with respect 4094
to an obligatory disbursement agreement, means property subject to the 4095
lien imposed by sections 12-195a to 12-195g, inclusive, as amended by 4096
this act, at the time of tax lien filing and, to the extent that the acquisition 4097
is directly traceable to the disbursements referred to in subparagraph 4098
(iii), property acquired by the taxpayer after tax lien filing. (v) The term 4099
"inventory" when used in this section means inventory as defined in 4100
[subdivision (48) of subsection (a) of] section 42a-9-102, as amended by 4101
this act; 4102
Sec. 108. Subparagraph (A) of subdivision (15) of section 12-407 of the 4103
Raised Bill No. 6970
LCO No. 4577 150 of 163
general statutes is repealed and the following is substituted in lieu 4104
thereof (Effective January 1, 2026): 4105
(15) (A) "Engaged in business in the state" means and, to the extent 4106
not prohibited by the Constitution of the United States, includes, but 4107
shall not be limited to, the following acts or methods of transacting 4108
business: 4109
(i) Selling in this state, or any activity in this state in connection with 4110
selling in this state, tangible personal property for use, storage or 4111
consumption within the state; 4112
(ii) Engaging in the transfer for a consideration of the occupancy of 4113
any room or rooms in a hotel, lodging house or bed and breakfast 4114
establishment for a period of thirty consecutive calendar days or less; 4115
(iii) Rendering in this state any service described in any of the 4116
subparagraphs of subdivision (2) of this subsection; 4117
(iv) Maintaining, occupying or using, permanently or temporarily, 4118
directly or indirectly, through a subsidiary or agent, by whatever name 4119
called, any office, place of distribution, sales or sample room or place, 4120
warehouse or storage point or other place of business or having any 4121
representative, agent, salesman, canvasser or solicitor operating in this 4122
state for the purpose of selling, delivering or taking orders; 4123
(v) Selling tangible personal property or services from outside this 4124
state to a destination within this state, provided at least one hundred 4125
thousand dollars of gross receipts are received and two hundred or 4126
more retail sales from outside this state to destinations within this state 4127
are made during the twelve-month period ended on the September 4128
thirtieth immediately preceding the monthly or quarterly period with 4129
respect to which liability for tax under this chapter is determined; 4130
(vi) Being owned or controlled, either directly or indirectly, by a 4131
retailer engaged in business in this state which is the same as or similar 4132
Raised Bill No. 6970
LCO No. 4577 151 of 163
to the line of business in which the retailer so owned or controlled is 4133
engaged; 4134
(vii) Being owned or controlled, either directly or indirectly, by the 4135
same interests that own or control, either directly or indirectly, a retailer 4136
engaged in business in this state which is the same as or similar to the 4137
line of business in which the retailer so owned or controlled is engaged; 4138
(viii) Being the assignee of a person engaged in the business of leasing 4139
tangible personal property to others, where leased property of such 4140
person is situated within this state and such assignee has a security 4141
interest, as defined in [subdivision (35) of subsection (b) of] section 42a-4142
1-201, as amended by this act, in such property; 4143
(ix) Notwithstanding the fact that retail sales of items of tangible 4144
personal property are made from outside this state to a destination 4145
within this state, repairing or servicing such items, under a warranty, in 4146
this state, either directly or indirectly through an agent, independent 4147
contractor or subsidiary; and 4148
(x) Selling tangible personal property or services through an 4149
agreement with a person located in this state, under which such person 4150
located in this state, for a commission or other consideration that is 4151
based upon the sale of tangible personal property or services by the 4152
retailer, directly or indirectly refers potential customers, whether by a 4153
link on an Internet web site or otherwise, to the retailer, provided the 4154
cumulative gross receipts from sales by the retailer to customers in the 4155
state who are referred to the retailer by all such persons with this type 4156
of agreement with the retailer is in excess of one hundred thousand 4157
dollars during the four preceding four quarterly periods ending on the 4158
last day of March, June, September and December. 4159
Sec. 109. Subdivisions (7) and (8) of section 14-165 of the general 4160
statutes are repealed and the following is substituted in lieu thereof 4161
(Effective January 1, 2026): 4162
Raised Bill No. 6970
LCO No. 4577 152 of 163
(7) "Security agreement" means a "security agreement" as defined in 4163
[subdivision (74) of subsection (a) of] section 42a-9-102, as amended by 4164
this act; 4165
(8) "Security interest" means a "security interest" as defined in 4166
[subdivision (35) of subsection (b) of] section 42a-1-201, as amended by 4167
this act; 4168
Sec. 110. Subdivisions (36) and (37) of section 15-202 of the general 4169
statutes are repealed and the following is substituted in lieu thereof 4170
(Effective January 1, 2026): 4171
(36) "Consumer goods" has the same meaning as provided in 4172
[subdivision (23) of subsection (a) of] section 42a-9-102, as amended by 4173
this act; 4174
(37) "Debtor" has the same meaning as provided in [subdivision (28) 4175
of subsection (a) of] section 42a-9-102, as amended by this act; 4176
Sec. 111. Subdivision (43) of section 15-202 of the general statutes is 4177
repealed and the following is substituted in lieu thereof (Effective January 4178
1, 2026): 4179
(43) "Security agreement" has the same meaning as provided in 4180
[subdivision (74) of subsection (a) of] section 42a-9-102, as amended by 4181
this act; 4182
Sec. 112. Subdivision (45) of section 15-202 of the general statutes is 4183
repealed and the following is substituted in lieu thereof (Effective January 4184
1, 2026): 4185
(45) "Send" has the same meaning as provided in [subdivision (36) of 4186
subsection (b) of] section 42a-1-201, as amended by this act; and 4187
Sec. 113. Subsection (c) of section 36a-770 of the general statutes is 4188
repealed and the following is substituted in lieu thereof (Effective January 4189
1, 2026): 4190
Raised Bill No. 6970
LCO No. 4577 153 of 163
(c) Definitions. As used in this section and sections 36a-771 to 36a-4191
788, inclusive, 42-100b and 42-100c, unless the context otherwise 4192
requires: 4193
(1) "Boat" means any watercraft, as defined in section 22a-248, other 4194
than a seaplane, used or capable of being used as a means of 4195
transportation on water, by any power including muscular. 4196
(2) "Cash price" means the total amount in dollars at which the seller 4197
and buyer agreed the seller would transfer unqualified title to the goods, 4198
if the transaction were a cash sale instead of a sale under a retail 4199
installment contract. 4200
(3) "Commercial vehicle" means any domestic or foreign truck or 4201
truck tractor of ten thousand or more pounds gross vehicular weight or 4202
any trailer or semitrailer designed for use in connection with any truck 4203
or truck tractor of ten thousand or more pounds gross vehicular weight 4204
and which is not used primarily for personal, family or household use. 4205
(4) "Filing fee" means the fee prescribed by law for filing, recording 4206
or otherwise perfecting and releasing or satisfying a security interest, as 4207
defined in [subdivision (35) of subsection (b) of] section 42a-1-201, as 4208
amended by this act, retained or created by a retail installment contract 4209
or installment loan contract. 4210
(5) "Finance charge" means the amount in excess of the cash price of 4211
the goods agreed upon by the retail seller and the retail buyer, to be paid 4212
by the retail buyer for the privilege of purchasing the goods under the 4213
retail installment contract or installment loan contract. 4214
(6) "Goods" means (A) "consumer goods", as defined in [subdivision 4215
(23) of subsection (a) of] section 42a-9-102, as amended by this act, and 4216
motor vehicles included under such definition, having an aggregate 4217
cash price of seventy-five thousand dollars or less, and (B) "equipment", 4218
as defined in [subdivision (33) of subsection (a) of] section 42a-9-102, as 4219
amended by this act, having an aggregate cash price of twenty-five 4220
Raised Bill No. 6970
LCO No. 4577 154 of 163
thousand dollars or less, provided such consumer goods or such 4221
equipment is included in one retail installment contract or installment 4222
loan contract. 4223
(7) "Installment loan contract" means any agreement made in this 4224
state to repay in installments the amount loaned or advanced to a retail 4225
buyer for the purpose of paying the retail purchase price of goods and 4226
by virtue of which a security interest, as defined in [subdivision (35) of 4227
subsection (b) of] section 42a-1-201, as amended by this act, is taken in 4228
the goods for the payment of the amount loaned or advanced. For 4229
purposes of this subdivision, "installment loan contract" does not 4230
include agreements to repay in installments loans made by the United 4231
States or any department, agency or instrumentality thereof. 4232
(8) "Lender" means a person who extends or offers to extend credit to 4233
a retail buyer under an installment loan contract. 4234
(9) A retail installment contract or installment loan contract is "made 4235
in this state" if: (A) An offer or agreement is made in Connecticut by a 4236
retail seller or a lender to sell or extend credit to a resident retail buyer, 4237
including, but not limited to, any verbal or written solicitation or 4238
communication to sell or extend credit originating outside the state of 4239
Connecticut but forwarded to and received in Connecticut by a resident 4240
retail buyer; or (B) an offer to buy or an application for extension of 4241
credit, or an acceptance of an offer to buy or to extend credit, is made in 4242
Connecticut by a resident retail buyer, regardless of the situs of the 4243
contract which may be specified therein, including, but not limited to, 4244
any verbal or written solicitation or communication to buy or to have 4245
credit extended, originating within the state of Connecticut but 4246
forwarded to and received by a retail seller or a lender outside the state 4247
of Connecticut. For purposes of this subdivision, a "resident retail 4248
buyer" means a retail buyer who is a resident of the state of Connecticut. 4249
(10) "Motor vehicle" means any device in, upon or by which any 4250
person or property is or may be transported or drawn upon a highway 4251
Raised Bill No. 6970
LCO No. 4577 155 of 163
by any power other than muscular. For purposes of this subdivision, 4252
"motor vehicle" does not include self-propelled wheelchairs and invalid 4253
tricycles, tractors, power shovels, road machinery, implements of 4254
husbandry and other agricultural machinery, or other machinery not 4255
designed primarily for highway transportation but which may 4256
incidentally transport persons or property on a highway, or devices 4257
which move upon or are guided by a track or travel through the air. 4258
(11) "Retail buyer" means a person who buys or agrees to buy one or 4259
more articles of goods from a retail seller not for the purpose of resale 4260
or lease to others in the course of business and who executes a retail 4261
installment contract or an installment loan contract in connection 4262
therewith. 4263
(12) "Retail installment contract" means any security agreement, as 4264
defined in [subdivision (74) of subsection (a) of] section 42a-9-102, as 4265
amended by this act, made in this state, including one in the form of a 4266
mortgage, conditional sale contract or other instrument evidencing an 4267
agreement to pay the retail purchase price of goods, or any part thereof, 4268
in installments over a period of time and pursuant to which a security 4269
interest, as defined in [subdivision (35) of subsection (b) of] section 42a-4270
1-201, as amended by this act, is retained or taken by the retail seller for 4271
the payment of the amount of such retail installment contract. For 4272
purposes of this subdivision, "retail installment contract" does not 4273
include a rent-to-own agreement, as defined in section 42-240, as 4274
amended by this act. 4275
(13) "Retail installment sale" means any sale evidenced by a retail 4276
installment contract or installment loan contract wherein a retail buyer 4277
buys goods from a retail seller at a time sale price payable in two or more 4278
installments. The cash price of the goods, the amount, if any, included 4279
for other itemized charges which are included in the amount of the 4280
credit extended but which are not part of the finance charge under 4281
sections 36a-675 to 36a-686, inclusive, and the finance charge shall 4282
together constitute the time sale price. For purposes of this subdivision, 4283
Raised Bill No. 6970
LCO No. 4577 156 of 163
"retail installment sale" does not include a rent-to-own agreement, as 4284
defined in section 42-240, as amended by this act. 4285
(14) "Retail seller" means a person who sells or agrees to sell one or 4286
more articles of goods under a retail installment contract or an 4287
installment loan contract to a retail buyer. 4288
(15) "Sales finance company" means any person engaging in this state 4289
in the business, in whole or in part, of (A) acquiring retail installment 4290
contracts or installment loan contracts from holders thereof, by 4291
purchase, discount or pledge, or by loan or advance to the holder of 4292
either on the security thereof, or otherwise, or (B) receiving payments of 4293
principal and interest from a retail buyer under a retail installment 4294
contract or installment loan contract. 4295
Sec. 114. Section 36a-779 of the general statutes is repealed and the 4296
following is substituted in lieu thereof (Effective January 1, 2026): 4297
Any sales finance company may purchase or acquire from the 4298
original holder thereof or from any other sales finance company any 4299
retail installment contract or any installment loan contract on such terms 4300
and conditions as may be mutually agreed upon not inconsistent with 4301
the provisions of sections 36a-770 to 36a-788, inclusive, as amended by 4302
this act, 42-100b and 42-100c. Such contracts constitute chattel paper, as 4303
defined in [subdivision (11) of subsection (a) of] section 42a-9-102, as 4304
amended by this act, and are governed by article 9 of title 42a, as 4305
amended by this act, except as otherwise provided in said sections. 4306
Sec. 115. Subsection (d) of section 42-221 of the general statutes is 4307
repealed and the following is substituted in lieu thereof (Effective January 4308
1, 2026): 4309
(d) The consumer may waive a warranty required pursuant to this 4310
section only as to a particular defect in the vehicle which the dealer has 4311
disclosed to the consumer as being defective. No such waiver shall be 4312
effective unless such waiver: (1) Is in writing; (2) is conspicuous, as 4313
Raised Bill No. 6970
LCO No. 4577 157 of 163
defined in [subdivision (10) of subsection (b) of] section 42a-1-201, as 4314
amended by this act, and is in plain language; (3) identifies the 4315
particular disclosed defect in the vehicle for which such warranty is to 4316
be waived; (4) states what warranty, if any, shall apply to such disclosed 4317
defect; and (5) is signed by both the customer and the dealer prior to 4318
sale. 4319
Sec. 116. Subdivision (4) of section 42-240 of the general statutes is 4320
repealed and the following is substituted in lieu thereof (Effective January 4321
1, 2026): 4322
(4) "Rent-to-own agreement" means an agreement for the use of 4323
personal property by an individual primarily for personal, family or 4324
household purposes, for an initial period of four months or less, whether 4325
or not there is any obligation beyond the initial period, that is 4326
automatically renewable with each payment and that permits the 4327
consumer to become the owner of the property. Any rent-to-own 4328
agreement which complies with sections 42-240 to 42-253, inclusive, as 4329
amended by this act, shall not be construed to be, or be governed by the 4330
laws of this state regulating, any of the following: 4331
(A) A retail installment contract, as defined in section 36a-770, as 4332
amended by this act; 4333
(B) A security interest, as defined in [subdivision (35) of subsection 4334
(b) of] section 42a-1-201, as amended by this act. 4335
Sec. 117. Subdivision (3) of section 42a-2-402 of the general statutes is 4336
repealed and the following is substituted in lieu thereof (Effective January 4337
1, 2026): 4338
(3) When a seller remains in possession of goods which have been 4339
sold or identified to a contract for sale or of goods which, after sale, have 4340
been leased back to him, the buyer or lessor of such goods may protect 4341
his interest by complying with the filing provisions of article 9, as 4342
amended by this act. On compliance the buyer or lessor has, against 4343
Raised Bill No. 6970
LCO No. 4577 158 of 163
creditors of and purchasers from the seller, the rights of a secured party 4344
with a perfected security interest. Such filing does not, of itself, make 4345
the interest of the buyer or lessor a security interest, as defined in [by 4346
subdivision (35) of subsection (b) of] section 42a-1-201, as amended by 4347
this act. 4348
Sec. 118. Subsection (c) of section 47a-21 of the general statutes is 4349
repealed and the following is substituted in lieu thereof (Effective January 4350
1, 2026): 4351
(c) Any security deposit paid by a tenant shall remain the property of 4352
such tenant in which the landlord shall have a security interest, as 4353
defined in [subdivision (35) of subsection (b) of] section 42a-1-201, as 4354
amended by this act, to secure such tenant's obligations. A security 4355
deposit shall be exempt from attachment and execution by the creditors 4356
of the landlord and shall not be considered part of the estate of the 4357
landlord in any legal proceeding. Any voluntary or involuntary transfer 4358
of a landlord's interest in residential real property to a successor shall 4359
constitute an assignment to such successor of such landlord's security 4360
interest in all security deposits paid by tenants of such transferred 4361
residential real property. 4362
Sec. 119. Subsection (c) of section 52-625 of the general statutes is 4363
repealed and the following is substituted in lieu thereof (Effective January 4364
1, 2026): 4365
(c) A person is not disqualified from appointment as receiver solely 4366
because the person: 4367
(1) Was appointed receiver or is owed compensation in an unrelated 4368
matter involving a party or was engaged by a party in a matter unrelated 4369
to the receivership; 4370
(2) Is an individual obligated to a party on a debt that is not in default 4371
and was incurred primarily for personal, family or household purposes; 4372
or 4373
Raised Bill No. 6970
LCO No. 4577 159 of 163
(3) Maintains with a party a deposit account, as defined in 4374
[subdivision (29) of subsection (a) of] section 42a-9-102, as amended by 4375
this act. 4376
Sec. 120. Subsection (a) of section 53-129a of the general statutes is 4377
repealed and the following is substituted in lieu thereof (Effective January 4378
1, 2026): 4379
(a) As used in this section: 4380
(1) "Collateral" has the same meaning as [specified in subdivision (12) 4381
of subsection (a) of] provided in section 42a-9-102, as amended by this 4382
act; 4383
(2) "Debtor" has the same meaning as [specified in subdivision (28) of 4384
subsection (a) of] provided in section 42a-9-102, as amended by this act; 4385
(3) "Proceeds" has the same meaning as [specified in subdivision (64) 4386
of subsection (a) of] provided in section 42a-9-102, as amended by this 4387
act; 4388
(4) "Security agreement" has the same meaning as [specified in 4389
subdivision (74) of subsection (a) of] provided in section 42a-9-102, as 4390
amended by this act; 4391
(5) "Security interest" has the same meaning as [specified in 4392
subdivision (35) of subsection (b) of] provided in section 42a-1-201, as 4393
amended by this act; and 4394
(6) "Secured party" has the same meaning as [specified in subdivision 4395
(73) of subsection (a) of] provided in section 42a-9-102, as amended by 4396
this act. 4397
This act shall take effect as follows and shall amend the following
sections:
Section 1 January 1, 2026 42a-1-201(b)
Sec. 2 January 1, 2026 42a-1-204
Raised Bill No. 6970
LCO No. 4577 160 of 163
Sec. 3 January 1, 2026 42a-1-301(b)
Sec. 4 January 1, 2026 42a-1-306
Sec. 5 January 1, 2026 42a-2-102
Sec. 6 January 1, 2026 42a-2-106
Sec. 7 January 1, 2026 42a-2-201
Sec. 8 January 1, 2026 42a-2-202
Sec. 9 January 1, 2026 42a-2-203
Sec. 10 January 1, 2026 42a-2-205
Sec. 11 January 1, 2026 42a-2-209(2)
Sec. 12 January 1, 2026 42a-2A-102(a) and (b)
Sec. 13 January 1, 2026 42a-2A-103
Sec. 14 January 1, 2026 42a-3-104(a)
Sec. 15 January 1, 2026 42a-3-105(a)
Sec. 16 January 1, 2026 42a-3-401
Sec. 17 January 1, 2026 42a-3-604(a)
Sec. 18 January 1, 2026 42a-4a-103(a)(1)
Sec. 19 January 1, 2026 42a-4A-201
Sec. 20 January 1, 2026 42a-4a-202(b) and (c)
Sec. 21 January 1, 2026 42a-4a-203(a)(1)
Sec. 22 January 1, 2026 42a-4A-207(c)
Sec. 23 January 1, 2026 42A-4A-208(b)(2)
Sec. 24 January 1, 2026 42a-4a-210(a)
Sec. 25 January 1, 2026 42a-4a-211(a)
Sec. 26 January 1, 2026 42a-4a-305(c) and (d)
Sec. 27 January 1, 2026 42a-5-104
Sec. 28 January 1, 2026 42a-5-116
Sec. 29 January 1, 2026 42a-7-102(a)
Sec. 30 January 1, 2026 42a-7-106
Sec. 31 January 1, 2026 42a-8-102
Sec. 32 January 1, 2026 42a-8-103
Sec. 33 January 1, 2026 42a-8-106
Sec. 34 January 1, 2026 42a-8-110(g)
Sec. 35 January 1, 2026 42a-8-303
Sec. 36 January 1, 2026 42a-9-102
Sec. 37 January 1, 2026 42a-9-104
Sec. 38 January 1, 2026 42a-9-105
Sec. 39 January 1, 2026 New section
Sec. 40 January 1, 2026 New section
Sec. 41 January 1, 2026 New section
Raised Bill No. 6970
LCO No. 4577 161 of 163
Sec. 42 January 1, 2026 42a-9-203(b)
Sec. 43 January 1, 2026 42a-9-204
Sec. 44 January 1, 2026 42a-9-207(c)
Sec. 45 January 1, 2026 42a-9-208(b)
Sec. 46 January 1, 2026 42a-9-209(b)
Sec. 47 January 1, 2026 42a-9-210
Sec. 48 January 1, 2026 42a-9-301
Sec. 49 January 1, 2026 42a-9-304(a)
Sec. 50 January 1, 2026 42a-9-305(a)
Sec. 51 January 1, 2026 New section
Sec. 52 January 1, 2026 New section
Sec. 53 January 1, 2026 42a-9-310(b)
Sec. 54 January 1, 2026 42a-9-312
Sec. 55 January 1, 2026 42a-9-313
Sec. 56 January 1, 2026 42a-9-314
Sec. 57 January 1, 2026 New section
Sec. 58 January 1, 2026 42a-9-316
Sec. 59 January 1, 2026 42a-9-317
Sec. 60 January 1, 2026 42a-9-323
Sec. 61 January 1, 2026 42a-9-324
Sec. 62 January 1, 2026 New section
Sec. 63 January 1, 2026 42a-9-330
Sec. 64 January 1, 2026 42a-9-331
Sec. 65 January 1, 2026 42a-9-332
Sec. 66 January 1, 2026 42a-9-334(f)
Sec. 67 January 1, 2026 42a-9-341
Sec. 68 January 1, 2026 42a-9-404(a)
Sec. 69 January 1, 2026 42a-9-406
Sec. 70 January 1, 2026 42a-9-408(g)
Sec. 71 January 1, 2026 42a-9-509
Sec. 72 January 1, 2026 42a-9-513
Sec. 73 January 1, 2026 42a-9-601(b)
Sec. 74 January 1, 2026 42a-9-605
Sec. 75 January 1, 2026 42a-9-608
Sec. 76 January 1, 2026 42a-9-611
Sec. 77 January 1, 2026 42a-9-613
Sec. 78 January 1, 2026 42a-9-614
Sec. 79 January 1, 2026 42a-9-615(a)
Sec. 80 January 1, 2026 42a-9-616
Raised Bill No. 6970
LCO No. 4577 162 of 163
Sec. 81 January 1, 2026 42a-9-619(a)
Sec. 82 January 1, 2026 42a-9-620
Sec. 83 January 1, 2026 42A-9-621
Sec. 84 January 1, 2026 42a-9-624
Sec. 85 January 1, 2026 42a-9-628
Sec. 86 January 1, 2026 New section
Sec. 87 January 1, 2026 New section
Sec. 88 January 1, 2026 New section
Sec. 89 January 1, 2026 New section
Sec. 90 January 1, 2026 New section
Sec. 91 January 1, 2026 New section
Sec. 92 January 1, 2026 New section
Sec. 93 January 1, 2026 New section
Sec. 94 January 1, 2026 New section
Sec. 95 January 1, 2026 New section
Sec. 96 January 1, 2026 New section
Sec. 97 January 1, 2026 New section
Sec. 98 January 1, 2026 New section
Sec. 99 January 1, 2026 New section
Sec. 100 January 1, 2026 New section
Sec. 101 January 1, 2026 New section
Sec. 102 January 1, 2026 1-1a
Sec. 103 January 1, 2026 1-281(d)
Sec. 104 January 1, 2026 12-35a(a)
Sec. 105 January 1, 2026 12-81(70)(C)
Sec. 106 January 1, 2026 12-195a(a) and (b)
Sec. 107 January 1, 2026 12-195f(1)
Sec. 108 January 1, 2026 12-407(15)(A)
Sec. 109 January 1, 2026 14-165(7) and (8)
Sec. 110 January 1, 2026 15-202(36) and (37)
Sec. 111 January 1, 2026 15-202(43)
Sec. 112 January 1, 2026 15-202(45)
Sec. 113 January 1, 2026 36a-770(c)
Sec. 114 January 1, 2026 36a-779
Sec. 115 January 1, 2026 42-221(d)
Sec. 116 January 1, 2026 42-240(4)
Sec. 117 January 1, 2026 42a-2-402(3)
Sec. 118 January 1, 2026 47a-21(c)
Sec. 119 January 1, 2026 52-625(c)
Raised Bill No. 6970
LCO No. 4577 163 of 163
Sec. 120 January 1, 2026 53-129a(a)
Statement of Purpose:
To implement the recommendations of the Uniform Law Commission
concerning the adoption of amendments to the Uniform Commercial
Code.
[Proposed deletions are enclosed in brackets. Proposed additions are indicated by underline, except
that when the entire text of a bill or resolution or a section of a bill or resolution is new, it is not
underlined.]