Secured Transactions Checklist

Is this an Article 9 transaction? § 9-109(a)

 Only consensual liens (not statutory, judicial, or other compulsory liens)
 Any transaction that creates a security interest in personal property or fixtures
 Any agricultural lien
 Sale of (multiple) accounts, chattel paper, payment intangibles, or promissory notes
o Except those that are part of the sale of a business out of which they arose or those that
are only for collection
 Consignment § 9-102(a)(20)

If it is an Article 9 transaction, what is the collateral?

How would you classify the collateral?

 Goods: consumer goods, equipment, farm products, and inventory
 Quasi-Tangible: instruments, investment property (stocks/bonds), documents (bill of lading),
chattel paper, and letter of credit
 Intangible: accounts, commercial tort claims, deposit accounts, and general & payment
intangibles (including IP)
 Fixtures, accessions, or comingled

Is there a prior secured party? Subsequent secured parties?

Is it perfected?
 Filing – IP file locally and federally; PMSI inventory file before inventory received by debtor
 Possession/control
 Automatic

Has perfection or possession been interrupted at any point?

 Permissible exception? § 9-312(f)
 Statutory lien does not require continuous possession

Who has priority? § 9-322, § 9-317

 Do any exceptions apply?
o Buyer/lessee in the ordinary course
o PMSI
o Statutory lien
o Article 2 claimants – unpaid sellers; buyers who reject for cause

If it is in bankruptcy, are there any fraudulent conveyances or preferences?

 PMSI gets 30 days relation back in bankruptcy