Securities, Uniform Commercial Code (UCC)

A New Age of PerFFFection June 2024 - Potential Impact of UCC Article 12 on Fund Finance Transactions

Cadwalader, Wickersham & Taft LLP on 6/28/2024

At the bottom of the stack in investment fund structures, there are generally “real” assets—things like equity interests in portfolio companies, mortgage loans, commercial receivables, maybe even bricks and mortar. Fund...more

Knowledge Of Restrictions Dooms Stock Transfers

Allen Matkins on 9/13/2022

Two California statutes require that restrictions on transfer be included on share certificates. Section 8204 of the Commercial Code provides that "[a] restriction on transfer of a security . . . is ineffective against a...more

The Scope of Article 8 Mandatory Choice-of-Law Rule

A&O Shearman on 12/21/2021

The scope of the mandatory choice-of-law rule set forth in Uniform Commercial Code (UCC) section 8-110(a)(1), which provides that “the local law of the issuer’s jurisdiction . . . governs . . . the validity of a security,” is...more

The ABCs of Fund Finance: Credit Facilities for Secondaries Funds and Funds of Funds

Dechert LLP on 4/28/2017

Private equity funds raised the second-highest level of capital for investments in secondary private equity interests in 2016. According to Preqin, 19 funds secured $23 billion in investor capital.1 This level was surpassed...more

Hague Securities Convention Takes Effect to Clarify Applicable Law Governing Securities Accounts Held by Intermediaries

Sullivan & Worcester on 4/3/2017

On April 1, 2017, the Hague Convention on the Law Applicable to Certain Rights in Respect of Securities Held with an Intermediary (the "Convention") will take effect in the United States. On December 15, 2016, the United...more

Hague Securities Convention’s Impact on Secured Transactions Choice-of-Law Rules

Morgan Lewis on 1/4/2017

Choice-of-law rules for security interests in security entitlements in securities credited to security accounts will change on April 1, 2017 when the Hague Securities Convention comes into effect....more

Overcoming A Securities Overissue

Allen Matkins on 9/1/2015

I like to remind my colleagues that California has two securities laws. Neither of these laws applies exclusively to corporations or other entities organized under California law. The Corporate Securities Law of 1968, Cal....more

Securities › Uniform Commercial Code (UCC)