Secured Transactions

Assignment 24
Maintaining Perfection Through
Relocation of Debtor or Collateral

1
 The Big Picture
Part Two: The Creditor Third Party Relationship
Chapter 6: Perfection
Chapter 7: Maintaining Perfection
Assignment 22: Through lapse and
bankruptcy
Assignment 23: Through changes in name,
identity and use of collateral
Assignment 24: Through interstate
movements of debtors and collateral
Chapter 8-9: Priority

2
 In which state or country should
secured file?
Lien type Place to file
Agricultural liens on farm Location of the collateral,
products (not security §9-302
interests)
Good covered by a State that issued the
certificate of title certificate, §9-303
Fixtures and real-estate Location of the real estate
related collateral §9-301(3)(A)
All other security interests Location of the debtor,
§9-301(1)
3
 In which state or country should
secured file?
Lien type Place to file
Agricultural liens on farm Location of the collateral,
products (not security §9-302
interests)
Good covered by a State that issued the
certificate of title certificate, §9-303
Fixtures and real-estate Location of the real estate
related collateral §9-301(3)(A)
All other security interests Location of the debtor,
§9-301(1)
4
 In which state or country should
secured file?
Lien type Place to file
Agricultural liens on farm Location of the collateral,
products (not security §9-302
interests)
Goods covered by a State that issued the
certificate of title certificate, §9-303
Fixtures and real-estate Location of the real estate
related collateral §9-301(3)(A)
All other security interests Location of the debtor,
§9-301(1)
5
 In which state or country should
secured file?
Lien type Place to file
Agricultural liens on farm Location of the collateral,
products (not security §9-302
interests)
Goods covered by a State that issued the
certificate of title certificate, §9-303
Fixture filings and real-estate Location of the real estate
related collateral §9-301(3)(A), (B) and (4)
All other security interests Location of the debtor,
§9-301(1)
6
 In which state or country should
secured file?
Lien type Place to file
Agricultural liens on farm Location of the collateral,
products (not security §9-302
interests)
Goods covered by a State that issued the
certificate of title certificate, §9-303
Fixture filings and real-estate Location of the real estate
related collateral §9-301(3)(A), (B) and (4)
All other security interests Location of the debtor,
§9-301(1)
7
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations, CEO in a Chief executive office, §9-307(b)
filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 8
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations, CEO in a Chief executive office, §9-307(b)
filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 9
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations, CEO in a Chief executive office, §9-307(b)
filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 10
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations, CEO in a Chief executive office, §9-307(b)
filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 11
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations, CEO in a Chief executive office, §9-307(b)
filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 12
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations having CEO Chief executive office, §9-307(b)
in a filing jurisdiction
Organizations, CEO in a District of Columbia, §9-307(c)
non-filing jurisdiction 13
 Where is the debtor located?
Debtor type Location
Individual Principal residence, §9-307(b)(1)
Registered organization State of incorporation, §9-307(e)
(chartered by state)
Registered organization Place designated by U.S. or
(chartered by United States) District of Columbia, §9-307(f)
United States District of Columbia, §9-307(h)
Organizations having CEO Chief executive office, §9-307(b)
in a filing jurisdiction
Organizations having CEO District of Columbia, §9-307(c)
in a non-filing jurisdiction 14
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

15
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

Method for solving filing problems:

1. Who or what is the debtor?
2. Where is that entity located?
3. What is that entity’s name?

16
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
What entity is the debtor?

17
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
What entity is the debtor?
§9-102(a)(28) Debtor means a person having an interest . . . in
the collateral . . . whether or not the person is an obligor.

18
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
What entity is the debtor?
§9-102(a)(28) Debtor means a person having an interest . . . in
the collateral . . . whether or not the person is an obligor.
§1-201(25). “Organization” means a person other than an
individual.
(27). “Person” means an individual, corporation . . . partnership . .
19
. or any other legal or commercial entity.
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
What entity is the debtor? Shatner, maybe partnership, business
§9-102(a)(28) Debtor means a person having an interest . . . in
the collateral . . . whether or not the person is an obligor.
§1-201(25). “Organization” means a person other than an
individual.
(27). “Person” means an individual, corporation . . . partnership . .
20
. or any other legal or commercial entity.
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is Shatner located?

21
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is Shatner located?

9-307(b)(1) [A]n individual is located at the individual’s
principal residence.
Residence means “personal presence at some place of abode
with no present intention of definite and early removal”
22
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is Shatner located? Kansas, Arizona, Missouri

9-307(b)(1) [A]n individual is located at the individual’s
principal residence.
Residence means “personal presence at some place of abode
with no present intention of definite and early removal”
23
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is the partnership or commercial entity located?

24
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is the partnership or commercial entity located?

9-307(b)(3) A debtor that is an organization and has more than

one place of business is located at its chief executive office.

25
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

a. Where is the partnership or commercial entity located?

Missouri
9-307(b)(3) A debtor that is an organization and has more than
one place of business is located at its chief executive office.

26
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

b. What debtor names should be listed?

27
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

b. What debtor names should be listed?

§9-503(a)(4). A financing statement sufficiently provides a

name, only if it provides the individual or organizational name . .

28
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

b. What debtor names should be listed?

§9-503(a)(4). A financing statement sufficiently provides a

name, only if it provides the individual or organizational name . .
§9-503(c). A financing statement that provides only the debtor’s
trade name does not sufficiently provide the name of the debtor.
29
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

b. What debtor names should be listed? Shatner, Shatner

Engineering
§9-503(a)(4). A financing statement sufficiently provides a
name, only if it provides the individual or organizational name . .
§9-503(c). A financing statement that provides only the debtor’s
trade name does not sufficiently provide the name of the debtor.
30
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home Nevada
Place of incorporation
c. Three years ago, Shatner formed a Nevada corporation under
the name Shatner Engineering Products, Inc. Now where do
you file?

31
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home Nevada
Place of incorporation
c. Three years ago, Shatner formed a Nevada corporation under
the name Shatner Engineering Products, Inc. Now where do
you file?
9-307(e). A registered organization that is organized under the
law of a state is located in that State.
32
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home Nevada
Place of incorporation
c. Three years ago, Shatner formed a Nevada corporation under
the name Shatner Engineering Products, Inc. Now where do
you file?
9-307(e). A registered organization that is organized under the
law of a state is located in that State.
How do you know if the corporation owns the collateral? 33
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common?

34
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file?

35
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file?
§9-102(a)(28). “Debtor” means a person . . . having an
interest . . . in the collateral, whether or not the person is an
obligor.

36
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file?
§9-102(a)(28). “Debtor” means a person . . . having an
interest . . . in the collateral, whether or not the person is an
obligor.
§9-307(b)(1). A debtor who is an individual is located at the 37
individual’s principal residence.
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file?
§9-102(a)(28). “Debtor” means a person . . . having an
interest . . . in the collateral, whether or not the person is an
obligor.
§9-307(b)(1). A debtor who is an individual is located at the 38
individual’s principal residence. For Louise: Arizona.
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file? In what names?

39
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file? In what names?
§9-503(a)(4)(A) financing statement sufficiently provides the
name of the debtor . . . only if it provides the individual or
organizational name of the debtor . . .

40
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
d. What if Louise owns one-third as a tenant in common? In
what states do you file? In what names?
§9-503(a)(4)(A) financing statement sufficiently provides the
name of the debtor . . . only if it provides the individual or
organizational name of the debtor . . .
“Shatner Engineering” and “Louise Godfrey.” 41
 Problem 24.1, page 420
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

Filings summary
William Shatner in Kansas, Arizona, Missouri (residence)
Louise Godfrey, Arizona (residence)
Shatner Engineering, Missouri, Arizona (chief executive office)
42
 Interstate movements, §9-316(a)

State A Secured State B

party

Ownership

(a) A security interest

perfected . . . remains
perfected until . . . (2) . . .
four months after a
change in the debtor’s
location to another
jurisdiction.
43
 Interstate movements, §9-316(a)

State A Secured State B

party

Ownership
(a) A security interest
perfected . . . remains
perfected until . . . (2) . . .
four months after a
change in the debtor’s
location to another
jurisdiction.
44
 Interstate movements, §9-316(a)

State A Secured State B

party

Ownership

(a) A security interest

perfected . . . remains
perfected until . . .

45
 Interstate movements, §9-316(a)

State A Secured State B

party

Sale

(a) A security interest

perfected . . . remains
perfected until . . . (3) . . .
one year after a transfer
of collateral to a person
that thereby becomes a
debtor
46
 Interstate movements, §9-316(a)

State A Secured State B

party

Ownership
(a) A security interest
perfected . . . remains
perfected until . . . (3) . . .
one year after a transfer
of collateral to a person
that thereby becomes a
debtor
47
 Interstate movements, §9-316(b)
Debtor
S1 files moves to
State A State B

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]

48
 Interstate movements, §9-316(b)
Debtor
S1 files moves to S1 files
State A State B State B

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.

49
 Interstate movements, §9-316(b)
Debtor
S1 files moves to S1 files
State A State B State B

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.

50
 Interstate movements, §9-316(b)
Debtor
S1 files moves to
State A State B

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.
If the security interest does not become perfected [in that time]
it becomes unperfected

51
 Interstate movements, §9-316(b)
Debtor
S1 files moves to Debtor files Debtor files
State A State B bankruptcy bankruptcy

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.
If the security interest does not become perfected [in that time]
it becomes unperfected
(It beats the first trustee, and loses to the second.)
52
 Interstate movements, §9-316(b)
Debtor
S1 files S2 moves to S3
State A purchases State B purchases

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.
If the security interest does not become perfected [in that time]
it becomes unperfected and is deemed never to have been
perfected as against a purchaser of the collateral for value.
53
 Interstate movements, §9-316(b)
Debtor
S1 files S2 moves to S3
State A purchases State B purchases

Four months

§9-316(a) A security interest perfected in State A remains

perfected until . . . four months after [the debtor moves]
§9-316(b) If [the] security interest . . . becomes perfected . . .
before [the end of four months] it remains perfected thereafter.
If the security interest does not become perfected [in that time]
it becomes unperfected and is deemed never to have been
perfected as against a purchaser of the collateral for value. (S1
loses to S2 and S3.) 54
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location.

55
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line.

56
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line. Cmt 2: “The four month and one year periods are long
enough for a secured party to discover [change and reperfect]”

57
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line. Cmt 2: “The four month and one year periods are long
enough for a secured party to discover [change and reperfect]”
a. On a $250,000 loan, what should Firstbank monitor? $12.5/5%

58
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line. Cmt 2: “The four month and one year periods are long
enough for a secured party to discover [change and reperfect]”
a. On a $250,000 loan, what should Firstbank monitor? $12.5/5%
How monitor “principal residence?”
59
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line. Cmt 2: “The four month and one year periods are long
enough for a secured party to discover [change and reperfect]”
a. On a $250,000 loan, what should Firstbank monitor? $12.5/5%
How monitor “principal residence?” Collateral ownership?
60
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home
Change of owner location. §9-316(a) imposes reperfection dead-
line. Cmt 2: “The four month and one year periods are long
enough for a secured party to discover [change and reperfect]”
a. On a $250,000 loan, what should Firstbank monitor? $12.5/5%
How monitor “principal residence?” Collateral ownership?
b. On a $25 million loan, what should Firstbank monitor? 61
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

Is filing at the debtor’s principal residence a good rule?

62
 Problem 24.2, page 421
Hawaii Kansas
Shatner’s future domicile Shatner’s current apartment
Arizona Missouri
Location of the business Shatner’s office, “nerve
Godfrey, business manager center” and chief
Shatner’s summer executive office
residence, owned home

Is filing at the debtor’s principal residence a good rule?

How about filing at the debtor’s place of birth, District of
Columbia for birth outside the US?

63
 Problem 24.3, page 421
§9-507(a). A filed financing statement remains effective
with respect to collateral that is sold . . . .
§9-316(a). A security interest perfected [where the debtor
is located] remains perfected until the earliest of :
(1) the time perfection would have ceased under the law
of [origin state]
(2) . . . four months after a change of the debtor’s location
. . . or
(3) . . . one year after a transfer of the collateral to a
person . . . located in another jurisdiction

64
 Problem 24.3, page 421
Globalbank
Security
interest
Tang,
California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?

65
 Problem 24.3, page 421
Globalbank
Security
interest
Argon, Tang,
Sale
Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?

66
 Problem 24.3, page 421
Otherbank Globalbank
Security Security
interest interest
Argon, Tang,
Sale
Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global?

67
 Problem 24.3, page 421
Otherbank Globalbank
Security Security
interest interest
Argon, Tang,
Sale
Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)

68
 Problem 24.3, page 421
Otherbank Globalbank
Security Security
interest interest
Argon, Tang,
Sale
Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)
Where should we search against Argon?

69
 Problem 24.3, page 421
Otherbank Globalbank
Security Security
interest interest
Argon, Tang,
Sale
Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)
Where should we search against Argon? State of incorporation

70
 Problem 24.3, page 421
Anotherbank Globalbank
Security Security
interest interest
XCorp, Argon, Tang,
Sale Sale
Massachusetts Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)
Where should we search against Argon? State of incorporation
Could a filing against X Corp be good against Global?

71
 Problem 24.3, page 421
Anotherbank Globalbank
Security Security
interest interest
XCorp, Argon, Tang,
Sale Sale
Massachusetts Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)
Where should we search against Argon? State of incorporation
Could a filing against X Corp be good against Global?
Could those filings be in other states?
72
 Problem 24.3, page 421
Anotherbank Globalbank
Security Security
interest interest
XCorp, Argon, Tang,
Sale Sale
Massachusetts Nevada California

We represent Global bank, lending to Tang against the

purchased assets. In what names/systems will we search?
Could a filing against Argon be good against Global? §9-507(a)
Where should we search against Argon? State of incorporation
Could a filing against X Corp be good against Global?
Could those filings be in other states? Yes, §9-316(a)(3), but
73
sale by the out-of-state debtor would have to be in past year.
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71).

74
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71). No. §9-102(a)(77)

75
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71). No. §9-102(a)(77)
Where does Firstbank file?

76
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71). No. §9-102(a)(77)
Where does Firstbank file?
§9-307(b)(3). A debtor that is an organization and has only
one place of business is located at its place of business.

77
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71). No. §9-102(a)(77)
Where does Firstbank file?
§9-307(b)(3). A debtor that is an organization and has only
one place of business is located at its place of business.
§9-307(c). Subsection (b) applies only if a debtor’s . . .
chief executive office . . . is located in a jurisdiction whose
law generally requires [filing] as a condition . . . of . .
.obtaining priority over the rights of a lien creditor . . . . If
subsection (b) does not apply, the debtor is located in the
District of Columbia.

78
 Problem 24.4, page 421
The debtor is Afghan, Inc., an Afghanistan corporation with
its headquarters and operations in New York. Is this a
registered organization? §9-102(a)(71). No. §9-102(a)(77)
Where does Firstbank file?
§9-307(b)(3). A debtor that is an organization and has only
one place of business is located at its place of business.
§9-307(c). Subsection (b) applies only if a debtor’s . . .
chief executive office . . . is located in a jurisdiction whose
law generally requires [filing] as a condition . . . of . .
.obtaining priority over the rights of a lien creditor . . . . If
subsection (b) does not apply, the debtor is located in the
District of Columbia.
Answer: New York 79