CS/HB 519 2022
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F L O R I D A H O U S E O F R E P R E S E N T A T I V E S
A bill to be entitled 1
An act relating to the rights of third parties under 2
the Uniform Commercial Code; amending ss. 679.4061 and 3
679.4081, F.S.; providing that certain restrictions on 4
the effectiveness of terms in specified agreements and 5
the effectiveness of certain rules of law, statutes, 6
or regulations related to the discharge of account 7
debtors and certain restrictions on the assignment of 8
promissory notes, health -care-insurance receivables, 9
and certain general intangibles, respectively, do not 10
apply to a security interest in an ownership interest 11
in a general partnership, a limited partnership, or a 12
limited liability company; conforming provisions to 13
changes made by the act; prov iding an effective date. 14
15
Be It Enacted by the Legislature of the State of Florida: 16
17
Section 1. Subsections (4) and (6) of section 679.4061, 18
Florida Statutes, are amended, and subsection (12) is added to 19
that section, to read: 20
679.4061 Discharge of account debtor; notification of 21
assignment; identification and proof of assignment; restrictions 22
on assignment of accounts, chattel paper, payment intangibles, 23
and promissory notes ineffective. — 24
(4) Except as otherwise provided in subsections (5) and 25
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F L O R I D A H O U S E O F R E P R E S E N T A T I V E S
(12) subsection (5) and ss. 680.303 and 679.4071, and subject to 26
subsection (8), a term in an agreement between an account debtor 27
and an assignor or in a promissory note is ineffective to the 28
extent that it: 29
(a) Prohibits, restricts, or requires the cons ent of the 30
account debtor or person obligated on the promissory note to the 31
assignment or transfer of, or the creation, attachment, 32
perfection, or enforcement of a security interest in, the 33
account, chattel paper, payment intangible, or promissory note; 34
or 35
(b) Provides that the assignment or transfer or the 36
creation, attachment, perfection, or enforcement of the security 37
interest may give rise to a default, breach, right of 38
recoupment, claim, defense, termination, right of termination, 39
or remedy under the account, chattel paper, payment intangible, 40
or promissory note. 41
(6) Except as otherwise provided in subsection (12) and 42
ss. 680.303 and 679.4071 , and subject to subsections (8) and 43
(9), a rule of law, statute, or regulation that prohibits, 44
restricts, or requires the consent of a government, governmental 45
body or official, or account debtor to the assignment or 46
transfer of, or creation of a security interest in, an account 47
or chattel paper is ineffective to the extent that the rule of 48
law, statute, or regu lation: 49
(a) Prohibits, restricts, or requires the consent of the 50
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F L O R I D A H O U S E O F R E P R E S E N T A T I V E S
government, governmental body or official, or account debtor to 51
the assignment or transfer of, or the creation, attachment, 52
perfection, or enforcement of a security interest in the account 53
or chattel paper; or 54
(b) Provides that the assignment or transfer or the 55
creation, attachment, perfection, or enforcement of the security 56
interest may give rise to a default, breach, right of 57
recoupment, claim, defense, termination, right of termination, 58
or remedy under the account or chattel paper. 59
(12) Subsections (4), (6), and (11) do not apply to a 60
security interest in an ownership interest in a general 61
partnership, a limited partnership, or a limited liability 62
company. 63
Section 2. Subsections (1 ) and (3) of section 679.4081, 64
Florida Statutes, are amended, and subsection (8) is added to 65
that section, to read: 66
679.4081 Restrictions on assignment of promissory notes, 67
health-care-insurance receivables, and certain general 68
intangibles ineffective. — 69
(1) Except as otherwise provided in subsections (2) and 70
(8) subsection (2), a term in a promissory note or in an 71
agreement between an account debtor and a debtor which relates 72
to a health-care-insurance receivable or a general intangible, 73
including a contract, permit, license, or franchise, and which 74
term prohibits, restricts, or requires the consent of the person 75
CS/HB 519 2022
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F L O R I D A H O U S E O F R E P R E S E N T A T I V E S
obligated on the promissory note or the account debtor to, the 76
assignment or transfer of, or creation, attachment, or 77
perfection of a security interest in, the promissory note, 78
health-care-insurance receivable, or general intangible, is 79
ineffective to the extent that the term: 80
(a) Would impair the creation, attachment, or perfection 81
of a security interest; or 82
(b) Provides that the assignment or transfer or the 83
creation, attachment, or perfection of the security interest may 84
give rise to a default, breach, right of recoupment, claim, 85
defense, termination, right of termination, or remedy under the 86
promissory note, health -care-insurance receivable, or general 87
intangible. 88
(3) Except as otherwise provided in subsection (8), a rule 89
of law, statute, or regulation that prohibits, restricts, or 90
requires the consent of a government, governmental body or 91
official, person obligated on a promissory note, or account 92
debtor to the assignment or transfer of, or creation of a 93
security interest in, a promissory note, health -care-insurance 94
receivable, or general intangible, including a contract, permit, 95
license, or franchise between an account debtor and a debto r, is 96
ineffective to the extent that the rule of law, statute, or 97
regulation: 98
(a) Would impair the creation, attachment, or perfection 99
of a security interest; or 100
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(b) Provides that the assignment or transfer or the 101
creation, attachment, or perfection of the security interest may 102
give rise to a default, breach, right of recoupment, claim, 103
defense, termination, right of termination, or remedy under the 104
promissory note, health -care-insurance receivable, or general 105
intangible. 106
(8) This section does not app ly to a security interest in 107
an ownership interest in a general partnership, a limited 108
partnership, or a limited liability company. 109
Section 3. This act shall take effect January 1, 2023. 110