By: Parker H.B. No. 4474
A BILL TO BE ENTITLED
AN ACT
relating to the control of virtual currency and the rights of
purchasers who obtain control of virtual currency for purposes of
the Uniform Commercial Code.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
SECTION 1. Section 9.102, Business & Commerce Code, is
amended by adding Subsection (29-a) to read as follows:
(29-a) "Virtual currency" means a digital representation of
value that functions as a medium of exchange, unit of account,
and/or store of value and is often secured using blockchain
technology.
SECTION 2. Subchapter A, Chapter 9, Business & Commerce
Code, is amended by adding Sections 9.1071 and 9.1072 to read as
follows:
Section 9.1071. CONTROL OF VIRTUAL CURRENCY. (a) A
purchaser has control of a virtual currency if:
(1) the virtual currency or the system in which the
virtual currency is recorded, if applicable, gives the purchaser:
(A) the power to derive substantially all of the
benefit from the virtual currency; and
(B) subject to Subsection (c), the exclusive
power to:
(i) prevent others from deriving
substantially all of the benefit from the virtual currency; and
(ii) transfer control of the virtual
currency to another person or cause another person to obtain
control of a virtual currency that derives from the virtual
currency; and
(2) the virtual currency or a record attached to or
logically associated with the virtual currency enables the
purchaser to readily identify the purchaser as the person having
the powers specified under Subdivision (1); or
(3) another person has control of the virtual currency
on behalf of the purchaser or, having previously acquired control
of the virtual currency, acknowledges that the person has control
on behalf of the purchaser.
(b) For the purposes of Subsection (a)(1),a purchaser may be
identified in anyway, including by name, identifying number,
cryptographic key, office, or account number.
(c) A power described by Subsection (a)(1) or (2) may be
considered exclusive regardless of whether:
(1) the virtual currency or the system in which the
virtual currency is recorded, if applicable, limits the use to
which the virtual currency may be put or has protocols that are
programmed to result in a transfer of control; and
(2) the purchaser has agreed to share the power with
another person.
Section 9.1072. RIGHTS OF PURCHASER THAT OBTAINS CONTROL OF
VIRTUAL CURRENCY. (a) In this section, "adverse claim" means a
claimant that has a property interest in a virtual currency or a
right to payment evidenced by the virtual currency.
(b) It is a violation of the rights of the claimant for
another person to hold, transfer, or otherwise deal with the
virtual currency or the right to payment.
(c) Except as provided by Subsection (e), a purchaser that
acquires an interest in and obtains control of a virtual currency
without notice of any adverse claim takes the purchaser's interest
in the virtual currency and in any right to payment evidenced by the
virtual currency free of any adverse claim.
(d) Except as provided by Subsection (e), an action based on
an adverse claim to a virtual currency or a right to payment
evidenced by a virtual currency, whether framed in conversion,
replevin, constructive trust, equitable lien, or other theory, may
not be asserted against a purchaser that:
(1) acquires, for value and without notice of the
adverse claim, a virtual currency or an interest in a virtual
currency; and
(2) obtains control of the virtual currency or
interest.
(e) A purchaser has notice of an adverse claim if the
purchaser:
(1) knows of the adverse claim; or
(2) is aware of facts sufficient to indicate that
there is a significant probability that the adverse claim exists
and deliberately avoids information that would establish the
existence of the adverse claim.
(f) Subsections (c) and (d) do not apply if more than one
virtual currency evidences the same right to payment.
SECTION 3. This Act takes effect September 1, 2021.