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The Scope and Limits of Article 9
When one thinks of personal property collateral, one surely thinks of Article 9 of the U.C.C. Article 9 covers not only the obvious types of personal property collateral like equipment and chattel paper, but it also covers many types of collateral one might not have expected, such as commercial tort claims, certain health care insurance receivables, letters of credit, nonpossessory statutory agricultural liens, public finance transactions, security interests arising under Articles 2, 2A, 4 and 5 of the U.C.C., software and supporting obligations. Article 9 even applies to consignments and sales of accounts, chattel paper, payment intangibles and promissory notes. Despite its breadth, however, there are many types of personal property excluded from Article 9. Additionally, in some cases, Article 9 applies only in part, such as where it defers to specific state or federal laws for perfection or priority issues, but still governs enforcement.
The following is a discussion of the three major categories of personal property liens excluded from Article 9, in whole or in part.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
Compliance Officers: Recent Regulatory Guidance and Enforcement Actions and Mitigating the Risk of Personal Liability
This article explores legal developments over the past year that may impact compliance officer personal liability.