2025 -- H 5109

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LC000514

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     STATE OF RHODE ISLAND

IN GENERAL ASSEMBLY

JANUARY SESSION, A.D. 2025

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A N   A C T

RELATING TO THE UNIFORM COMMERCIAL CODE -- TRANSITIONAL PROVISIONS

FOR UNIFORM COMMERCIAL CODE AMENDMENTS (2022)

     Introduced By: Representatives Kennedy, Solomon, Edwards, Kazarian, and Diaz

     Date Introduced: January 22, 2025

     Referred To: House Corporations

     It is enacted by the General Assembly as follows:

     SECTION 1. Sections 6A-11-201, 6A-11-301, 6A-11-302, 6A-11-303, 6A-11-304, 6A-11-

305 and 6A-11-306 of the General Laws in Chapter 6A-11 entitled "Transitional Provisions for

Uniform Commercial Code Amendments (2022)" are hereby amended to read as follows:

     6A-11-201. Saving clause.

     Except as provided in Part 3 of this chapter, a transaction validly entered into before

January 1, 2024 June 10, 2024 and the rights, duties, and interests flowing from the transaction

remain valid thereafter and may be terminated, completed, consummated, or enforced as required

or permitted by law other than this title or, if applicable, this title, as though the amendatory act of

June 10, 2024 had not taken effect.

     6A-11-301. Saving clause.

     (a) Pre-effective-date transaction, lien, or interest. Except as provided in this part,

chapter 9 of this title as amended by the amendatory act of June 10, 2024 and chapter 12 of this

title apply to a transaction, lien, or other interest in property, even if the transaction, lien, or interest

was entered into, created, or acquired before January 1, 2024 June 10, 2024.

     (b) Continuing validity. Except as provided in subsection (c) of this section and § 6A-11-

302 through § 6A-11-306:

     (1) A transaction, lien, or interest in property that was validly entered into, created, or

transferred before January 1, 2024 June 10, 2024 and was not governed by this title, but would be

subject to chapter 9 of this title as amended by the amendatory act of June 10, 2024 or chapter 12

of this title if it had been entered into, created, or transferred on or after January 1, 2024 June 10,

2024, including the rights, duties, and interests flowing from the transaction, lien, or interest,

remains valid on and after January 1, 2024 June 10, 2024; and

     (2) The transaction, lien, or interest may be terminated, completed, consummated, and

enforced as required or permitted by the amendatory act of June 10, 2024 or by the law that would

apply if the amendatory act of June 10, 2024 had not taken effect.

     (c) Pre-effective-date proceeding. The amendatory act of June 10, 2024 does not affect

an action, case, or proceeding commenced before January 1, 2024 June 10, 2024.

     6A-11-302. Security interest perfected before effective date.

     (a) Continuing perfection: perfection requirements satisfied. A security interest that is

enforceable and perfected immediately before January 1, 2024 June 10, 2024, is a perfected security

interest under the amendatory act of June 10, 2024 if, on January 1, 2024 June 10, 2024, the

requirements for enforceability and perfection under the amendatory act of June 10, 2024 are

satisfied without further action.

     (b) Continuing perfection: enforceability or perfection requirements not satisfied. If

a security interest is enforceable and perfected immediately before January 1, 2024 June 10, 2024,

but the requirements for enforceability or perfection under the amendatory act of June 10, 2024 are

not satisfied on January 1, 2024 June 10, 2024, the security interest:

     (1) Is a perfected security interest until the earlier of the time perfection would have ceased

under the law in effect immediately before January 1, 2024 June 10, 2024 or the adjustment date;

     (2) Remains enforceable thereafter only if the security interest satisfies the requirements

for enforceability under § 6A-9-203, as amended by the amendatory act of June 10, 2024, before

the adjustment date; and

     (3) Remains perfected thereafter only if the requirements for perfection under the

amendatory act of June 10, 2024 are satisfied before the time specified in subsection (b)(1) of this

section.

     6A-11-303. Security interest unperfected before effective date.

     A security interest that is enforceable immediately before January 1, 2024 June 10, 2024,

but is unperfected at that time:

     (1) Remains an enforceable security interest until the adjustment date;

     (2) Remains enforceable thereafter if the security interest becomes enforceable under § 6A-

9-203, as amended by the amendatory act, on January 1, 2024 June 10, 2024, or before the

adjustment date; and

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     (3) Becomes perfected:

     (i) Without further action, on January 1, 2024 June 10, 2024, if the requirements for

perfection under the amendatory act of June 10, 2024 are satisfied before or at that time; or

     (ii) When the requirements for perfection are satisfied if the requirements are satisfied after

that time.

     6A-11-304. Effectiveness of actions taken before effective date.

     (a) Pre-effective-date action; attachment and perfection before adjustment date. If

action, other than the filing of a financing statement, is taken before January 1, 2024 June 10, 2024,

and the action would have resulted in perfection of the security interest had the security interest

become enforceable before January 1, 2024 June 10, 2024, the action is effective to perfect a

security interest that attaches under the amendatory act of June 10, 2024 before the adjustment date.

An attached security interest becomes unperfected on the adjustment date unless the security

interest becomes a perfected security interest under the amendatory act of June 10, 2024 before the

adjustment date.

     (b) Pre-effective-date filing. The filing of a financing statement before January 1, 2024

June 10, 2024, is effective to perfect a security interest on January 1, 2024 June 10, 2024, to the

extent the filing would satisfy the requirements for perfection under the amendatory act of June 10,

2024.

     (c) Pre-effective-date enforceability action. The taking of an action before January 1,

2024 June 10, 2024, is sufficient for the enforceability of a security interest on January 1, 2024

June 10, 2024, if the action would satisfy the requirements for enforceability under the amendatory

act of June 10, 2024.

     6A-11-305. Priority.

     (a) Determination of priority. Subject to subsections (b) and (c) of this section, the

amendatory act of June 10, 2024 determines the priority of conflicting claims to collateral.

     (b) Established priorities. Subject to subsection (c) of this section, if the priorities of

claims to collateral were established before January 1, 2024 June 10, 2024, chapter 9 of this title as

in effect before January 1, 2024 June 10, 2024, determines priority.

     (c) Determination of certain priorities on adjustment date. On the adjustment date, to

the extent the priorities determined by chapter 9 of this title as amended by the amendatory act of

June 10, 2024 modify the priorities established before January 1, 2024 June 10, 2024, the priorities

of claims to chapter 12 of this title property and electronic money established before January 1,

2024 June 10, 2024, cease to apply.

     6A-11-306. Priority of claims when priority rules of chapter 9 do not apply.

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     (a) Determination of priority. Subject to subsections (b) and (c) of this section, chapter

12 of this title determines the priority of conflicting claims to chapter 12 of this title property when

the priority rules of chapter 9 of this title as amended by the amendatory act of June 10, 2024 do

not apply.

     (b) Established priorities. Subject to subsection (c) of this section, when the priority rules

of chapter 9 of this title as amended by the amendatory act of June 10, 2024 do not apply and the

priorities of claims to chapter 12 of this title property were established before January 1, 2024 June

10, 2024, law other than chapter 12 of this title determines priority.

     (c) Determination of certain priorities on adjustment date. When the priority rules of

chapter 9 of this title as amended by the amendatory act of June 10, 2024 do not apply, to the extent

the priorities determined by the amendatory act of June 10, 2024 modify the priorities established

before January 1, 2024 June 10, 2024, the priorities of claims to chapter 12 of this title property

established before January 1, 2024 June 10, 2024, cease to apply on the adjustment date.

     SECTION 2. This act shall take effect upon passage.

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EXPLANATION

BY THE LEGISLATIVE COUNCIL

OF

A N   A C T

RELATING TO THE UNIFORM COMMERCIAL CODE -- TRANSITIONAL PROVISIONS

FOR UNIFORM COMMERCIAL CODE AMENDMENTS (2022)

***

     This act would implement technical corrections to the transition rules for transactions

governed by 2024 Public Laws Chapters 65 and 66 regarding security interests in emerging

technologies.

     This act would take effect upon passage.

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