ENROLLED
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Regular Session, 2012
HOUSE BILL NO. 369
BY REPRESENTATIVE FOIL
(On Recommendation of the Louisiana State Law Institute)
AN ACT1
To amend and reenact R.S. 10:9-102(a)(7)(B), (10), (50), and (68) through (80), 9-105,2
9-307(f)(introductory paragraph) and (2), 9-311(a)(introductory paragraph) and (3),3
9-317(b) and (d), 9-326, 9-406(e), 9-408(b), 9-503(a)(1) through (4), and4
(b)(introductory paragraph) and (2), 9-507(c), 9-515(f), 9-516(b)(3)(B)(introductory5
paragraph) and (C), and (5), 9-518(a), (b)(introductory paragraph) and (2), and (c),6
and 9-523(g) and to enact R.S. 10:9-102(a)(81), 9-316(h) and (i), 9-503(a)(5) and7
(6), and (f) through (h), 9-518(d) and (e), and Part 8 of Title 10 of the Louisiana8
Revised Statutes of 1950, to be comprised of R.S. 10:9-801 through 9-809, relative9
to secured transactions; to provide for definitions; to provide for control of electronic10
chattel paper; to provide for location of the debtor; to provide for perfection of11
security interests; to provide for continued perfection of security interests following12
change in governing law; to provide for discharge of account debtor; to provide for13
interests that take priority over or take free of security interests or agricultural liens;14
to provide for priority of security interests created by a new debtor; to provide for15
restrictions on assignments; to provide for sufficiency of a debtor's name; to provide16
for duration and effectiveness of the financing statement; to provide for filing and17
effectiveness of filing; to provide for claims concerning inaccurate or wrongfully18
filed records; to provide relative to information received from the filing office; to19
provide for transitional provisions; to provide for applicability and retroactivity; to20
provide for an effective date; and to provide for related matters.21
Be it enacted by the Legislature of Louisiana:22
Section 1. R.S. 10:9-102(a)(7)(B), (10), (50), and (68) through (80), 9-105,23
9-307(f)(introductory paragraph) and (2), 9-311(a)(introductory paragraph) and (3), 9-317(b)24 ENROLLEDHB NO. 369
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and (d), 9-326, 9-406(e), 9-408(b), 9-503(a)(1) through (4), and (b)(introductory paragraph)1
and (2), 9-507(c), 9-515(f), 9-516(b)(3)(B)(introductory paragraph) and (C), and (5),2
9-518(a), (b)(introductory paragraph) and (2), and (c), and 9-523(g) are hereby amended and3
reenacted and R.S. 10:9-102(a)(81), 9-316(h) and (i), 9-503(a)(5) and (6), and (f) through4
(h), 9-518(d) and (e) are hereby enacted to read as follows:5
§9-102. Definitions and index of definitions6
(a) In this Chapter:7
* * *8
(7) "Authenticate" means:9
* * *10
(B) to execute or otherwise adopt a symbol, or encrypt or similarly process11
a record in whole or in part, with the present intent of the authenticating person to12
identify the person and adopt or accept a record. with present intent to adopt or13
accept a record, to attach to or logically associate with the record an electronic14
sound, symbol, or process.15
* * *16
(10) "Certificate of title" means a certificate of title with respect to which a17
statute provides for the security interest in question to be indicated on the certificate18
as a condition or result of the security interest's obtaining priority over the rights of19
a lien creditor with respect to the collateral. The term includes another record20
maintained as an alternative to a certificate of title by the governmental unit that21
issues certificates of title if a statute permits the security interest in question to be22
indicated on the record as a condition or result of the security interest's obtaining23
priority over the rights of a lien creditor with respect to the collateral.24
* * *25
(50) "Jurisdiction of organization", with respect to a registered organization,26
means the jurisdiction under whose law the organization is formed or organized.27
* * *28
(68) "Public organic record" means a record that is available to the public for29
inspection and is:30 ENROLLEDHB NO. 369
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(A) a record consisting of the record initially filed with or issued by a state1
or the United States to form or organize an organization and any record filed with or2
issued by the state or the United States which amends or restates the initial record;3
(B) an organic record of a business trust consisting of the record initially4
filed with a state and any record filed with the state which amends or restates the5
initial record, if a statute of the state governing business trusts requires that the6
record be filed with the state; or7
(C) a record consisting of legislation enacted by the legislature of a state or8
the Congress of the United States which forms or organizes an organization, any9
record amending the legislation, and any record filed with or issued by the state or10
the United States which amends or restates the name of the organization.11
(69) "Pursuant to commitment", with respect to an advance made or other12
value given by a secured party, means pursuant to the secured party's obligation,13
whether or not a subsequent event of default or other event not within the secured14
party's control has relieved or may relieve the secured party from its obligation.15
(69)(70) "Record", except as used in "for record", "of record", "record or16
legal title", and "record owner", means information that is inscribed on a tangible17
medium or which is stored in an electronic or other medium and is retrievable in18
perceivable form.19
(70)(71) "Registered organization" means an organization formed or20
organized solely under the law of a single State or the United States and as to which21
the State or the United States must maintain a public record showing the organization22
to have been organized. by the filing of a public organic record with, the issuance of23
a public organic record by, or the enactment of legislation by the state or the United24
States. The term includes a business trust that is formed or organized under the law25
of a single state if a statute of the state governing business trusts requires that the26
business trust's organic record be filed with the state. A Louisiana corporation,27
limited liability company, partnership in commendam (limited partnership), or28
registered limited liability partnership that is registered with the Louisiana secretary29
of state is a registered organization.30 ENROLLEDHB NO. 369
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(71)(72) "Secondary obligor" means a guarantor, surety, or other obligor to1
the extent that:2
(A) the obligor's obligation is secondary; or3
(B) the obligor has a right of recourse with respect to an obligation secured4
by collateral against the debtor, another obligor, or property of either.5
(72)(73) "Secured party" means:6
(A) a person in whose favor a security interest is created or provided for7
under a security agreement, whether or not any obligation to be secured is8
outstanding;9
(B) a person that holds an agricultural lien;10
(C) a consignor;11
(D) a person to which accounts, chattel paper, payment intangibles, or12
promissory notes have been sold;13
(E) a trustee, indenture trustee, agent, collateral agent, or other representative14
in whose favor a security interest or agricultural lien is created or provided for; or15
(F) a person that holds a security interest arising under R.S. 10:4-210 or16
5-118.17
(73)(74) "Security agreement" means an agreement that creates or provides18
for a security interest.19
(74)(75) "Send", in connection with a record or notification, means:20
(A) to deposit in the mail, deliver for transmission, or transmit by any other21
usual means of communication, with postage or cost of transmission provided for,22
addressed to any address reasonable under the circumstances; or23
(B) to cause the record or notification to be received within the time that it24
would have been received if properly sent under subparagraph Subparagraph (A).25
(75)(76) "Software" means a computer program and any supporting26
information provided in connection with a transaction relating to the program. The27
term does not include a computer program that is included in the definition of goods.28 ENROLLEDHB NO. 369
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(76)(77) "State" means a State of the United States, the District of Columbia,1
Puerto Rico, the United States Virgin Islands, or any territory or insular possession2
subject to the jurisdiction of the United States.3
(77)(78) "Supporting obligation" means a letter-of-credit right or secondary4
obligation that supports the payment or performance of an account, chattel paper, a5
document, a general intangible, an instrument, or investment property.6
(78)(79) "Tangible chattel paper" means chattel paper evidenced by a record7
or records consisting of information that is inscribed on a tangible medium.8
(79)(80) "Termination statement" means an amendment of a financing9
statement which:10
(A) identifies, by its file number, the initial financing statement to which it11
relates; and12
(B) indicates either that it is a termination statement or that the identified13
financing statement is no longer effective.14
(80)(81) "Transmitting utility" means a person primarily engaged in the15
business of:16
(A) operating a railroad, subway, street railway, or trolley bus;17
(B) transmitting communications electrically, electromagnetically, or by18
light;19
(C) transmitting goods by pipeline or sewer;20
(D) transmitting or producing and transmitting electricity, steam, gas, or21
water; or22
(E) a combination of any of the foregoing.23
* * *24
§9-105. Control of electronic chattel paper25
(a) General rule: control of electronic chattel paper. A secured party has26
control of electronic chattel paper if a system employed for evidencing the transfer27
of interests in the chattel paper reliably establishes the secured party as the person28
to which the chattel paper was assigned.29 ENROLLEDHB NO. 369
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(b) Specific facts giving control. A system satisfies Subsection (a) if the1
record or records comprising the chattel paper are created, stored, and assigned in2
such a manner that:3
(1) a single authoritative copy of the record or records exists which is4
unique, identifiable and, except as otherwise provided in paragraphs (4), (5), and (6),5
unalterable;6
(2) the authoritative copy identifies the secured party as the assignee of the7
record or records;8
(3) the authoritative copy is communicated to and maintained by the secured9
party or its designated custodian;10
(4) copies or revisions amendments that add or change an identified assignee11
of the authoritative copy can be made only with the participation consent of the12
secured party;13
(5) each copy of the authoritative copy and any copy of a copy is readily14
identifiable as a copy that is not the authoritative copy; and15
(6) any revision amendment of the authoritative copy is readily identifiable16
as an authorized or unauthorized revision.17
* * *18
§9-307. Location of debtor19
* * *20
(f) Location of registered organization organized under federal law; bank21
branches and agencies. Except as otherwise provided in subsection Subsection (i),22
a registered organization that is organized under the law of the United States and a23
branch or agency of a bank that is not organized under the law of the United States24
or a State are located:25
* * *26
(2) in the State that the registered organization, branch, or agency designates,27
if the law of the United States authorizes the registered organization, branch, or28 ENROLLEDHB NO. 369
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agency to designate its State state of location, including by designating its main1
office, home office, or other comparable office; or2
* * *3
§9-311. Perfection of security interests in property subject to certain statutes,4
regulations, and treaties5
(a) Security interest subject to other law. Except as otherwise provided in6
subsection (d) Subsection (d) of this Section, the filing of a financing statement is not7
necessary or effective to perfect a security interest in property subject to:8
* * *9
(3) a certificate-of-title statute of another jurisdiction which provides for a10
security interest to be indicated on the a certificate of title as a condition or result of11
the security interest's obtaining priority over the rights of a lien creditor with respect12
to the property.13
* * *14
§9-316. Continued perfection of security interest following change in governing law15
* * *16
(h) Effect on filed financing statement of change in governing law. The17
following rules apply to collateral to which a security interest attaches within four18
months after the debtor changes its location to another jurisdiction:19
(1) A financing statement filed before the change pursuant to the law of the20
jurisdiction designated in R.S. 10:9-301(1) or 9-305(c) is effective to perfect a21
security interest in the collateral if the financing statement would have been effective22
to perfect a security interest in the collateral had the debtor not changed its location.23
(2) If a security interest perfected by a financing statement that is effective24
under Paragraph (1) of this Subsection becomes perfected under the law of the other25
jurisdiction before the earlier of the time the financing statement would have become26
ineffective under the law of the jurisdiction designated in R.S. 10:9-301(1) or27
9-305(c) or the expiration of the four-month period, it remains perfected thereafter.28
If the security interest does not become perfected under the law of the other29 ENROLLEDHB NO. 369
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jurisdiction before the earlier time or event, it becomes unperfected and is deemed1
never to have been perfected as against a purchaser of the collateral for value.2
(i) Effect of change in governing law on financing statement filed against3
original debtor. If a financing statement naming an original debtor is filed pursuant4
to the law of the jurisdiction designated in R.S. 10:9-301(1) or 9-305(c) and the new5
debtor is located in another jurisdiction, the following rules apply:6
(1) The financing statement is effective to perfect a security interest in7
collateral acquired by the new debtor before, and within four months after, the new8
debtor becomes bound under R.S. 10:9-203(d), if the financing statement would have9
been effective to perfect a security interest in the collateral had the collateral been10
acquired by the original debtor.11
(2) A security interest perfected by the financing statement and which12
becomes perfected under the law of the other jurisdiction before the earlier of the13
time the financing statement would have become ineffective under the law of the14
jurisdiction designated in R.S. 10:9-301(1) or 9-305(c) or the expiration of the15
four-month period remains perfected thereafter. A security interest that is perfected16
by the financing statement but which does not become perfected under the law of the17
other jurisdiction before the earlier time or event becomes unperfected and is deemed18
never to have been perfected as against a purchaser of the collateral for value.19
§9-317. Interests that take priority over or take free of security interest or20
agricultural lien21
* * *22
(b) Buyers that receive delivery. Except as otherwise provided in Subsection23
(e) of this Section, a buyer, other than a secured party, of tangible chattel paper,24
tangible documents, goods, instruments, or a security certificate certificated security25
takes free of a security interest or agricultural lien if the buyer gives value and26
receives delivery of the collateral before it is perfected.27
* * *28
(d) Licensees and buyers of certain collateral. A licensee of a general29
intangible or a buyer, other than a secured party, of accounts, electronic chattel30 ENROLLEDHB NO. 369
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paper, electronic documents, general intangibles, or investment property collateral1
other than tangible chattel paper, tangible documents, goods, instruments, or a2
certificated security takes free of a security interest if the licensee or buyer gives3
value before it is perfected.4
* * *5
§9-326. Priority of security interests created by new debtor6
(a) Subordination of security interest created by new debtor. Subject to7
subsection (b) Subsection (b) of this Section, a security interest that is created by a8
new debtor which is in collateral in which the new debtor has or acquires rights and9
is perfected solely by a filed financing statement that is effective solely under R.S.10
10:9-508 in collateral in which a new debtor has or acquires rights would be11
ineffective to perfect the security interest but for the application of R.S. 10:9-12
316(i)(1) or 9-508 is subordinate to a security interest in the same collateral which13
is perfected other than by such a filed financing statement that is effective solely14
under R.S. 10:9-508.15
(b) Priority under other provisions; multiple original debtors. The other16
provisions of this Part determine the priority among conflicting security interests in17
the same collateral perfected by filed financing statements that are effective solely18
under R.S. 10:9-508 described in Subsection (a) of this Section. However, if the19
security agreements to which a new debtor became bound as debtor were not entered20
into by the same original debtor, the conflicting security interests rank according to21
priority in time of the new debtor's having become bound.22
* * *23
§9-406. Discharge of account debtor; notification of assignment; identification and24
proof of assignment; restrictions on assignment of accounts, chattel paper,25
payment intangibles, and promissory notes ineffective26
* * *27
(e) Inapplicability of subsection (d) Subsection (d) of this Section to certain28
sales. Subsection (d) of this Section does not apply to the sale of a payment29 ENROLLEDHB NO. 369
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intangible or promissory note, other than a sale pursuant to a disposition under R.S.1
10:9-610 or an acceptance of collateral under R.S. 10:9-620.2
* * *3
§9-408. Restrictions on assignment of promissory notes, health-care-insurance4
receivables, and certain general intangibles ineffective5
* * *6
(b) Applicability of subsection (a) Subsection (a) of this Section to sales of7
certain rights to payment. Subject to subsection (f) Subsection (f) of this Section,8
subsection (a) Subsection (a) of this Section applies to a security interest in a9
payment intangible or promissory note only if the security interest arises out of a sale10
of the payment intangible or promissory note, other than a sale pursuant to a11
disposition under R.S. 10:9-610 or an acceptance of collateral under R.S. 10:9-620.12
* * *13
§9-503. Name of debtor and secured party14
(a) Sufficiency of debtor's name. A financing statement sufficiently provides15
the name of the debtor:16
(1) except as otherwise provided in Paragraph (3) of this Subsection, if the17
debtor is a registered organization or the collateral is held in a trust that is a18
registered organization, only if the financing statement provides the name of the19
debtor indicated that is stated to be the registered organization's name on the public20
organic record of most recently filed with or issued or enacted by the debtor's21
registered organization's jurisdiction of organization which shows the debtor to have22
been organized purports to state, amend, or restate the registered organization's23
name;24
(2) subject to Subsection (f) of this Section, if the debtor is a decedent's25
estate collateral is being administered by the personal representative of a decedent,26
only if the financing statement provides, as the name of the debtor, the name of the27
decedent and, in a separate part of the financing statement, indicates that the debtor28
is an estate collateral is being administered by a personal representative;29 ENROLLEDHB NO. 369
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(3) if the debtor is a trust or a trustee acting with respect to property held in1
trust, only if the financing statement:2
(A) provides the name specified for the trust in its organic documents or, if3
no name is specified, provides the name of the settlor and additional information4
sufficient to distinguish the debtor from other trusts having one or more of the same5
settlors; and6
(B) indicates, in the debtor's name or otherwise, that the debtor is a trust or7
is a trustee acting with respect to property held in trust; and collateral is held in a8
trust that is not a registered organization, only if the financing statement:9
(A) provides, as the name of the debtor:10
(i) if the organic record of the trust specifies a name for the trust, the name11
specified; or12
(ii) if the organic record of the trust does not specify a name for the trust, the13
name of the settlor or testator; and14
(B) in a separate part of the financing statement:15
(i) if the name is provided in accordance with Subparagraph (A)(i) of this16
Paragraph, indicates that the collateral is held in a trust; or17
(ii) if the name is provided in accordance with Subparagraph (A)(ii) of this18
Paragraph, provides additional information sufficient to distinguish the trust from19
other trusts having one or more of the same settlors or the same testator and indicates20
that the collateral is held in a trust, unless the additional information so indicates;21
(4) subject to Subsection (g) of this Section, if the debtor is an individual to22
whom this state has issued a driver's license that has not expired, only if the23
financing statement provides the name of the individual which is indicated on the24
driver's license;25
(5) if the debtor is an individual to whom Paragraph (4) of this Subsection26
does not apply, only if the financing statement provides the individual name of the27
debtor or the surname and first personal name of the debtor; and28 ENROLLEDHB NO. 369
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(4)(6) in other cases:1
(A) if the debtor has a name, only if it the financing statement provides the2
individual or organizational name of the debtor; and3
(B) if the debtor does not have a name, only if it provides the names of the4
partners, members, associates, or other persons comprising the debtor, in a manner5
that each name provided would be sufficient if the person named were the debtor.6
(b) Additional debtor-related information. A financing statement that7
provides the name of the debtor in accordance with subsection (a) Subsection (a) of8
this Section is not rendered ineffective by the absence of:9
* * *10
(2) unless required under subsection (a)(4)(B) Subsection (a)(6)(B) of this11
Section, names of partners, members, associates, or other persons comprising the12
debtor.13
* * *14
(f) Name of decedent. The name of the decedent indicated on the order15
appointing the personal representative of the decedent issued by the court having16
jurisdiction over the collateral is sufficient as the "name of the decedent" under17
Subsection (a)(2) of this Section.18
(g) Multiple driver's licenses. If this state has issued to an individual more19
than one driver's license of a kind described in Subsection (a)(4) of this Section, the20
one that was issued most recently is the one to which Subsection (a)(4) of this21
Section refers.22
(h) Definition. In this Section, the "name of the settlor or testator" means:23
(1) if the settlor is a registered organization, the name that is stated to be the24
settlor's name on the public organic record most recently filed with or issued or25
enacted by the settlor's jurisdiction of organization which purports to state, amend,26
or restate the settlor's name; or27
(2) in other cases, the name of the settlor or testator indicated in the trust's28
organic record.29
* * *30 ENROLLEDHB NO. 369
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§9-507. Effect of certain events on effectiveness of financing statement1
* * *2
(c) Change in debtor's name. If a debtor so changes its the name that a filed3
financing statement provides for a debtor becomes insufficient as the name of the4
debtor under R.S. 10:9-503(a) so that the financing statement becomes seriously5
misleading under R.S. 10:9-506:6
(1) the financing statement is effective to perfect a security interest in7
collateral acquired by the debtor before, or within four months after, the change filed8
financing statement becomes seriously misleading; and9
(2) the financing statement is not effective to perfect a security interest in10
collateral acquired by the debtor more than four months after the change filed11
financing statement becomes seriously misleading, unless an amendment to the12
financing statement which renders the financing statement not seriously misleading13
is filed within four months after the change the financing statement became seriously14
misleading.15
* * *16
§9-515. Duration and effectiveness of financing statement; effect of lapsed17
financing statement18
* * *19
(f) Transmitting utility financing statement. If a debtor is a transmitting20
utility and a filed initial financing statement so indicates, the financing statement is21
effective until a termination statement is filed.22
* * *23
§9-516. What constitutes filing; effectiveness of filing24
* * *25
(b) Refusal to accept record; filing does not occur. A filing office may26
refuse to accept a record for filing only because:27
* * *28
(3)29
* * *30 ENROLLEDHB NO. 369
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(B) in the case of an amendment or correction information statement, the1
record:2
* * *3
(C) in the case of an initial financing statement that provides the name of a4
debtor identified as an individual or an amendment that provides a name of a debtor5
identified as an individual which was not previously provided in the financing6
statement to which the record relates, the record does not identify the debtor's last7
name surname.8
* * *9
(5) in the case of an initial financing statement or an amendment that10
provides a name of a debtor which was not previously provided in the financing11
statement to which the amendment relates, the record does not:12
(A) provide a mailing address for the debtor; or13
(B) indicate whether the name provided as the name of the debtor is the14
name of an individual or an organization; or15
(C) if the financing statement indicates that the debtor is an organization,16
provide:17
(i) a type of organization for the debtor;18
(ii) a jurisdiction of organization for the debtor; or19
(iii) an organizational identification number for the debtor or indicate that20
the debtor has none;21
* * *22
§9-518. Claim concerning inaccurate or wrongfully filed record23
(a) Correction statement Statement with respect to record indexed under24
person's name. A person may file in the filing office where the financing statement25
was originally filed a correction an information statement with respect to a record26
indexed under the person's name if the person believes that the record is inaccurate27
or was wrongfully filed.28 ENROLLEDHB NO. 369
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(b) Sufficiency of correction statement Contents of statement under1
Subsection (a) of this Section. A correction An information statement under2
Subsection (a) of this Section must:3
* * *4
(2) indicate that it is a correction an information statement; and5
* * *6
(c) Statement by secured party of record. A person may file in the filing7
office an information statement with respect to a record filed there if the person is8
a secured party of record with respect to the financing statement to which the record9
relates and believes that the person that filed the record was not entitled to do so10
under R.S. 10:9-509(d).11
(d) Contents of statement under Subsection (c) of this Section. An12
information statement under Subsection (c) of this Section must:13
(1) identify the record to which it relates by the file number assigned to the14
initial financing statement to which the record relates;15
(2) indicate that it is an information statement; and16
(3) provide the basis for the person's belief that the person that filed the17
record was not entitled to do so under R.S. 10:9-509(d).18
(c)(e) Record not affected by correction information statement. The filing19
of a correction an information statement does not affect the effectiveness of an initial20
financing statement or other filed record.21
* * *22
§9-523. Information from filing office; sale or license of records23
* * *24
(g) Certification. The secretary of state shall, within two business days25
following receipt of information transmitted under R.S. 10:9-519(a)(4), send written26
acknowledgment confirming such receipt and reflecting all information received and27
included in the master index to the secured party of record, and to the person whose28
name and address is listed in the record for such acknowledgment. The secretary of29 ENROLLEDHB NO. 369
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state is excused from sending the acknowledgment to a secured party of record or a1
person filing the record whose address is not provided in the record.2
* * *3
Section 2. Part 8 of Title 10 of the Louisiana Revised Statutes of 1950, comprised4
of R.S. 10:9-801 through 9-809, is hereby enacted to read as follows:5
PART 8. EFFECTIVENESS6
§9-801. Definition of "Act"; effective date7
In this Part, "Act" means the Act that originated as House Bill No. 369 of the8
2012 Regular Session of the Legislature which enacted this Part 8 and amended other9
provisions of law in other Parts of this Chapter. The Act takes effect on July 1, 2013.10
§9-802. Savings clause11
(a) Pre-effective-date transactions or liens. Except as otherwise provided in12
this Part, the Act applies to a transaction or lien within its scope, even if the13
transaction or lien was entered into or created before the Act takes effect.14
(b) Pre-effective-date proceedings. The Act does not affect an action, case,15
or proceeding commenced before the Act takes effect.16
§9-803. Security interest perfected before effective date17
(a) Continuing perfection: perfection requirements satisfied. A security18
interest that is a perfected security interest immediately before the Act takes effect19
is a perfected security interest under Chapter 9 as amended by the Act if, when the20
Act takes effect, the applicable requirements for attachment and perfection under21
Chapter 9 as amended by the Act are satisfied without further action.22
(b) Continuing perfection: perfection requirements not satisfied. Except as23
otherwise provided in R.S. 10:9-805, if, immediately before the Act takes effect, a24
security interest is a perfected security interest, but the applicable requirements for25
perfection under Chapter 9 as amended by the Act are not satisfied when the Act26
takes effect, the security interest remains perfected thereafter only if the applicable27
requirements for perfection under Chapter 9 as amended by the Act are satisfied28
within one year after the Act takes effect.29 ENROLLEDHB NO. 369
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§9-804. Security interest unperfected before effective date1
A security interest that is an unperfected security interest immediately before2
the Act takes effect becomes a perfected security interest:3
(1) without further action, when the Act takes effect if the applicable4
requirements for perfection under Chapter 9 as amended by the Act were satisfied5
before or at that time and remained satisfied at that time; or6
(2) when the applicable requirements for perfection are satisfied if the7
requirements are satisfied after that time.8
Louisiana Official Revision Comments- 20129
The language in Paragraph (1) of this Section has been modified in Louisiana10
to clarify that if the requirements for perfection under the new rules were satisfied11
before the July 1, 2013, effective date, then those requirements must remain satisfied12
on the effective date for this provision to apply. This clarification is consistent with13
the intent of the source provision, R.S. 10:9-704, for this Section 9-804. The 200114
national official comment to Section 9-704 states that a security interest "becomes15
a perfected security interest on the effective date [of that restatement] if, at that time,16
the security interest satisfies the requirements for perfection" under the amended17
statute. The Louisiana non-uniform changes in Paragraph (1) of this Section are18
intended to avoid the unintended implication that a security interest which at one19
time satisfied the requirements for perfection, but no longer does so on the effective20
date, is nonetheless revived by the literal language of the national provision.21
§9-805. Effectiveness of action taken before effective date22
(a) Pre-effective-date filing effective. The filing of a financing statement23
before the Act takes effect is effective to perfect a security interest to the extent the24
filing would satisfy the applicable requirements for perfection under Chapter 9 as25
amended by the Act.26
(b) When pre-effective-date filing becomes ineffective. The Act does not27
render ineffective an effective financing statement that, before the Act takes effect,28
is filed, and satisfies the applicable requirements for perfection under the law of the29
jurisdiction governing perfection as provided in Chapter 9 as it existed before30
amendment by the Act; however, except as otherwise provided in Subsections (c)31
and (d) of this Section and R.S. 10:9-806, the financing statement ceases to be32
effective:33
(1) if the financing statement is filed in this state, at the time the financing34
statement would have ceased to be effective had the Act not taken effect; or35 ENROLLEDHB NO. 369
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(2) if the financing statement is filed in another jurisdiction, at the earlier of:1
(A) the time the financing statement would have ceased to be effective under2
the law of that jurisdiction; or3
(B) June 30, 2018.4
(c) Continuation statement. The filing of a continuation statement after the5
Act takes effect does not continue the effectiveness of a financing statement filed6
before the Act takes effect; however, upon the timely filing of a continuation7
statement after the Act takes effect and in accordance with the law of the jurisdiction8
governing perfection as provided in Chapter 9 as amended by the Act, the9
effectiveness of a financing statement filed in the same office in that jurisdiction10
before the Act takes effect continues for the period provided by the law of that11
jurisdiction.12
(d) Application of Subsection (b)(2)(B) of this Section to transmitting utility13
financing statement. Subsection (b)(2)(B) of this Section applies to a financing14
statement that, before the Act takes effect, is filed against a transmitting utility and15
satisfies the applicable requirements for perfection under the law of the jurisdiction16
governing perfection as provided in Chapter 9 as it existed before amendment by the17
Act, only to the extent that Chapter 9 as amended by the Act provides that the law18
of a jurisdiction other than the jurisdiction in which the financing statement is filed19
governs perfection of a security interest in collateral covered by the financing20
statement.21
(e) Application of Part 5. A financing statement that includes a financing22
statement filed before the Act takes effect and a continuation statement filed after the23
Act takes effect is effective only to the extent that it satisfies the requirements of Part24
5 as amended by the Act for an initial financing statement. A financing statement25
that indicates that the debtor is a decedent's estate indicates that the collateral is26
being administered by a personal representative within the meaning of R.S.27
10:9-503(a)(2) as amended by the Act. A financing statement that indicates that the28
debtor is a trust or is a trustee acting with respect to property held in trust indicates29 ENROLLEDHB NO. 369
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that the collateral is held in a trust within the meaning of R.S. 10:9-503(a)(3) as1
amended by the Act.2
§9-806. When initial financing statement suffices to continue effectiveness of3
financing statement4
(a) Initial financing statement in lieu of continuation statement. The filing5
of an initial financing statement in the office specified in R.S. 10:9-501 continues the6
effectiveness of a financing statement filed before the Act takes effect if:7
(1) the filing of an initial financing statement in that office would be8
effective to perfect a security interest under Chapter 9 as amended by the Act;9
(2) the pre-effective-date financing statement was filed in an office in10
another state; and11
(3) the initial financing statement satisfies Subsection (c) of this Section.12
(b) Period of continued effectiveness. The filing of an initial financing13
statement under Subsection (a) of this Section continues the effectiveness of the14
pre-effective-date financing statement:15
(1) if the initial financing statement is filed before the Act takes effect, for16
the period provided in unamended R.S. 10:9-515 with respect to an initial financing17
statement, and18
(2) if the initial financing statement is filed after the Act takes effect, for the19
period provided in R.S. 10:9-515 as amended by the Act with respect to an initial20
financing statement.21
(c) Requirements for initial financing statement under Subsection (a) of this22
Section. To be effective for purposes of Subsection (a) of this Section, an initial23
financing statement must:24
(1) satisfy the requirements of Part 5 as amended by the Act for an initial25
financing statement;26
(2) identify the pre-effective-date financing statement by indicating the27
office in which the financing statement was filed and providing the dates of filing28
and file numbers, if any, of the financing statement and of the most recent29
continuation statement filed with respect to the financing statement; and30 ENROLLEDHB NO. 369
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(3) indicate that the pre-effective-date financing statement remains effective.1
§9-807. Amendment of pre-effective-date financing statement2
(a) "Pre-effective-date financing statement". In this Section and in R.S.3
10:9-806, "pre-effective-date financing statement" means a financing statement filed4
before the Act takes effect.5
(b) Applicable law. After the Act takes effect, a person may add or delete6
collateral covered by, continue or terminate the effectiveness of, or otherwise amend7
the information provided in, a pre-effective-date financing statement only in8
accordance with the law of the jurisdiction governing perfection as provided in9
Chapter 9 as amended by the Act; however, the effectiveness of a pre-effective-date10
financing statement also may be terminated in accordance with the law of the11
jurisdiction in which the financing statement is filed.12
(c) Method of amending: general rule. Except as otherwise provided in13
Subsection (d) of this Section, if the law of this state governs perfection of a security14
interest, the information in a pre-effective-date financing statement may be amended15
after the Act takes effect only if:16
(1) the pre-effective-date financing statement and an amendment are filed17
in the office specified in R.S. 10:9-501;18
(2) an amendment is filed in the office specified in R.S. 10:9-512(a)19
concurrently with, or after the filing in that office of, an initial financing statement20
that satisfies R.S. 10:9-806(c); or21
(3) an initial financing statement that provides the information as amended22
and satisfies R.S. 10:9-806(c) is filed in the office specified in R.S. 10:9-501.23
(d) Method of amending: continuation. If the law of this state governs24
perfection of a security interest, the effectiveness of a pre-effective-date financing25
statement may be continued only under R.S. 10:9-805(c) and (e) or 9-806.26
(e) Method of amending: additional termination rule. Whether or not the law27
of this state governs perfection of a security interest, the effectiveness of a28
pre-effective-date financing statement filed in this state may be terminated after the29
Act takes effect by filing a termination statement in the office in which the30 ENROLLEDHB NO. 369
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pre-effective-date financing statement is filed, unless an initial financing statement1
that satisfies R.S. 10:9-806(c) has been filed in the office specified by the law of the2
jurisdiction governing perfection as provided in Chapter 9 as amended by the Act as3
the office in which to file a financing statement.4
Louisiana Official Revision Comments - 20125
Subsection (a) is clarified in Louisiana. Although revised U.C.C. Article 96
defines this term solely for use in this Section, the term actually is used in Section7
9-806 as well. Compare R.S. 10:9-710(b).8
§9-808. Person entitled to file initial financing statement or continuation statement9
A person may file an initial financing statement or a continuation statement10
under this Part if:11
(1) the secured party of record authorizes the filing; and12
(2) the filing is necessary under this Part:13
(A) to continue the effectiveness of a financing statement filed before the14
Act takes effect; or15
(B) to perfect or continue the perfection of a security interest.16
§9-809. Priority17
Chapter 9 as amended by the Act determines the priority of conflicting claims18
to collateral; however, if the relative priorities of the claims were established before19
the Act takes effect, Chapter 9 as it existed before amendment determines priority.20
Section 3. The Louisiana State Law Institute is hereby directed to insert the21
following comments following the provisions of R.S. 10:9-109(e).22
Louisiana Official Revision Comments - 201223
The national official comments to this basic scope provision are revised to24
clarify that "the subjective intention of the parties with respect to the legal25
characterization of their transaction is irrelevant" to whether this Chapter applies.26
As a general proposition, that statement is in accord with Louisiana jurisprudence,27
which provides that the form of contractual instruments is of little account in28
determining their nature. Although parties may attempt to structure their29
relationships in particular ways by designating roles through the use of legally30
charged language, Louisiana courts are bound to find the relationships as they exist,31
and not simply as they have been described.32
Certain Louisiana statutes, however, create exceptions to this general rule.33
Examples include Subsection (e) of this Section, the Louisiana Exchange Sale of34
Receivables Act (R.S. 9:3137.1, et seq.), the Louisiana Electric Utility Storm35
Recovery Securitization Act (R.S. 45:1230), and the Louisiana Electric Utility36
Investment Recovery Securitization Act (R.S. 45:1255), which provide that the37 ENROLLEDHB NO. 369
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parties' characterization of a transaction within the scope of such provisions is1
generally conclusive.2
Section 4. The provisions of this Act shall become effective on July 1, 2013.3
SPEAKER OF THE HOUSE OF REPRESENTATI VES
PRESIDENT OF THE SENATE
GOVERNOR OF THE STATE OF LOUISIANA
APPROVED: