Gain an understanding of the filings under UCC Article 9 and how to fix and avoid mistakes in the future.
You will obtain an understanding of the nuts and bolts of filings under UCC Article 9, how to file properly, and how proper filings perfect (and continue perfection of) security interests in collateral and protect the interests of the filing party. Unfortunately, mistakes are often made, sometimes with significant consequences. You will learn about the effects of improper or missed filings, whether or not intended, and how to avoid or correct mistakes.
Learning Objectives
- You will be able to define amendments.
- You will be able to describe assignments.
- You will be able to identify continuations.
- You will be able to discuss pitfalls and case studies.
Agenda
The GM/JPMorgan Case
- Underlying Facts
- Procedural History
- Bankruptcy Court Decision
- Delaware Supreme Court Decision
- 2d Circuit Decision
Amendments
- Collateral Description
- Name Changes
- Address Changes
- Adding and Deleting Parties
Assignments
- UCC 9-514 Considerations
- Effect of Not Filing an Assignment
- Practical Considerations
- Trafficking in Financing Statements
Continuations
- Initial Five-Year Period
- Effect of Lapse
- Time Limitations
- Successive Continuation Statements
- Content Requirements
- Mortgages
Terminations
- UCC 9-513 Considerations
- Obligation to Deliver Termination
- Effect of Termination
Pitfalls and Case Studies
- Unauthorized Terminations
- Correction Statement
- Lapse
- Misleading Financing Statement
- Assignments
- Continuation Following a Name Change
Speakers
R. Marshall Grodner, Esq.,
McGlinchey Stafford, PLLC- Member in the firm’s Baton Rouge office
- Practice focuses primarily in commercial transactions, secured transactions, commercial finance, opinion letters, commercial real estate, and gaming law
- Served as an adjunct professor at the Louisiana State University Law Center
- Has authored or co-authored several articles in law reviews and other publications dealing with secured transactions, commercial real estate, and other business law issues
- Has delivered lectures and papers throughout the country dealing with loan documentation, secured transactions, ethics and professionalism in the transactional context and real estate law
- Martindale-Hubbell™ AV Preeminent ® Peer Review Rated Lawyer, The Best Lawyers in America ® (Commercial Transactions/UCC Law, Equipment Finance Law 2007–2023), Best Lawyers Baton Rouge Commercial Transactions/UCC Law Practice Lawyer of the Year (2022), Louisiana Super Lawyers (Business/Corporate, Real Estate), Selected in 2013 as a Top Rated Lawyer in banking and finance by American Lawyer Media and Martindale-Hubbell™
- J.D. degree, Louisiana State University; B.A. degree, Louisiana State University
Jeffrey A. Wurst, Esq.,
Ruskin Moscou Faltischek PC- Senior partner at Ruskin Moscou Faltischek PC, where he is the chair of the firm’s Financial Services, Banking, & Bankruptcy Department
- Fellow of the American College of Commercial Finance Lawyers, is AV rated and listed amongst Super Lawyers
- Highly regarded for his knowledge and experience in commercial finance matters including: syndications, C&I, asset-based lending, leasing and factoring transactions, as well as, bankruptcy matters, workouts and turnaround situations that may result from such transactions
- Actively involved in litigations that arise out of or in connection with such matters
- Has been recognized for his critical thinking and leadership in the growing area of FinTech and commercial marketplace lending
- Regularly called upon by secured lenders to represent them when their commercial borrowers seek protection under Chapter 11 of the Bankruptcy Code
- Has long been recognized both for his skill in obtaining orders favorable to lenders authorizing debtors-in-possession to borrow money on a secured basis, and his tenacity in achieving favorable results for lenders in situations where there is a contested claim for use of cash collateral
- Well-versed in the representation of clients who are acquiring the assets or the stock of companies in bankruptcy and is often called upon to represent the interests of commercial landlords in bankruptcy matters
- Admitted to practice in the courts for the State of New York as well as the federal district courts for the Southern, Eastern, Western and Northern Districts of New York; also admitted in the Northern District of Texas, Northern District of Illinois, the Eastern District of Michigan and is admitted to practice before the Second, Third and Fourth Circuit courts of appeal
- Can be contacted at www.WurstCaseScenario.com - the Commercial Finance Newsletter - is followed by thousands readers
James C. Schulwolf,
Shipman & Goodwin LLP- Partner at Shipman & Goodwin LLP
- Represents senior and mezzanine lenders, institutional investors, venture capital investors (including SBICs), private equity funds, hedge funds, emerging growth companies and private companies in financing, investment, leasing, acquisition, corporate, licensing and restructuring transactions
- Regularly advises these clients with respect to structuring, negotiating, and closing complex transactions, also regularly advises clients with respect to distressed investments and the restructuring of existing investments and loans
- Experience includes the representation of senior lenders in complex commercial, asset-based, and acquisition financings; mezzanine lenders and hedge funds; SBIC’s and venture capital funds; emerging growth companies; hedge fund, buyers, sellers and sponsors; and institutional investors in direct investments, fund of funds investments, and investments in private equity funds
- Recognized authority on drafting and negotiating intercreditor and subordination agreements on behalf of senior and subordinate lenders and wrote “Controlling Your Destiny-Key Issues in Subordination and Intercreditor Agreements”, The Secured Lender (1995); he also deals extensively with family-owned businesses and also wrote "Financing the Family-Owned Business," The Secured Lender (2002)
- Lectures frequently on issues relating to commercial and real estate lending, intercreditor issues, venture finance, and venture capital investment
- Achieved the highest rating in the Martindale-Hubbell Law Directory; listed as a Connecticut Super Lawyer®: Business/Corporate (2006 to 2015); Banking, Mergers & Acquisitions (2006 to 2009); listed in The Best Lawyers in America®: Banking and Finance Law, Equipment Finance Law (2005 to 2016); named "Lawyer of the Year": Best Lawyers' 2014 Hartford Region Banking and Finance Law; Chair (2010 to 2013), Commercial Finance Committee, American Bar Association, Section of Business Law; Fellow (1998 to present) and member of the Board of Regents (2005 to 2009), American College of Commercial Finance Lawyers; Connecticut Bar Foundation James W. Cooper Fellow
- J.D. degree, New York University School of Law; B.A. degree, cum laude, Amherst College
Who Should Attend
This live webinar is designed for attorneys, presidents, vice presidents, branch managers, loan officers, loan department personnel, credit and collection managers, controllers, business executives, accountants, and real estate professionals.
