Secured Transactions Commons^™

How El Salvador Has Changed U.S. Law By A Bit: The Consequences For The Ucc Of Bitcoin Becoming Legal Tender, Brian M. Mccall

Oklahoma Law Review

No abstract provided.

Hostile Restructurings, Diane L. Dick

Washington Law Review

The conventional wisdom holds that out-of-court loan restructurings are mostly consensual and collaborative. But this is no longer accurate. Highly aggressive, nonconsensual restructuring transactions—what I call “hostile restructurings”—are becoming a common feature of the capital markets. Relying on hypertechnical interpretations of loan agreements, one increasingly popular hostile restructuring method involves issuing new debt that enjoys higher priority than the existing debt; another involves transferring the most valuable collateral away from existing lenders to secure new borrowing.

These transactions are distinguishable from normal out-of-court restructurings by their use of coercive tactics to overcome not only the traditional minority lender holdout problem, …

Sacred Corporate Law, Giancarlo Anello, Sergio Alberto Gramitto Ricci, Mohamed Arafa

Faculty Works

This Article investigates the sacred origins of the corporate form. It sheds light on the sacred rituals performed to establish Ancient Roman cities as legal entities. It discusses the role of the Roman Catholic Church in developing the corporate form and in giving birth to a systemized set of rules regulating corporations, which we commonly call corporate law. It analyzes the limitations to the use of the corporate form in Islamic law as well as the streams of Islamic law jurisprudence that recognize legal capacity to specific entities with religious, social, or charitable purposes. It surveys the characteristics of two …

Creating Cryptolaw For The Uniform Commercial Code, Carla L. Reyes

Washington and Lee Law Review

A contract generally only binds its parties. Security agreements, which create a security interest in specific personal property, stand out as a glaring exception to this rule. Under certain conditions, security interests not only bind the creditor and debtor, but also third-party creditors seeking to lend against the same collateral. To receive this extraordinary benefit, creditors must put the world on notice, usually by filing a financing statement with the state in which the debtor is located. Unfortunately, the Uniform Commercial Code (U.C.C.) Article 9 filing system fails to provide actual notice to interested parties and introduces risk of heavy …

Blockchain & Secured Transactions Proceedings Of The 2021 Spring Conference: The Impact Of Blockchain On The Practice Of Law: Presentation 4, Heather Hughes

Scholarly Articles in Law Reviews & Journals

Secured transactions are governed by Uniform Commercial Code Article 9. UCC Article 9 governs any extension of credit secured by personalty. If you think about it, this statute governs a massive swath of market activity: secured credit facilities, margin trading of securities, asset securitizations, and purchase money transactions for goods, I could name more. But it's a statute that's very wide ranging. Given this expansive scope, blockchain-based transaction platforms have numerous implications for lawyers who deal with secured transactions. In my brief time here, I'm going to identify just two of them.

Designing Effective Regulation For Blockchain-Based Markets, Heather Hughes

Scholarly Articles in Law Reviews & Journals

Effective regulation of blockchain-based markets calls for coordination among lawyers, businesses, coders, and lawmakers. How might we achieve adequate coordination and why is it important? This Article takes up these questions, using one example of an increasingly popular type of blockchain-based financial transaction: the issuance of tokens backed by off-chain assets. The objective here is not to advocate for a particular regulatory treatment for asset tokenization, but rather to use this deal type as a springboard to discuss what "effective regulation" means in the context of blockchain-enabled markets.

Testimony Before The U.S. House Of Representatives Committee On Financial Services On “Addressing Climate As A Systemic Risk: The Need To Build Resilience Within Our Banking And Financial System” In June 2021, Hilary J. Allen

Legislative Testimony & Comments

No abstract provided.

International Secured Transactions And Insolvency, Arnold S. Rosenberg, Judith Elkin, Dr. Gordon Geiser, Christian Kohler-Ma

The Year in Review

No abstract provided.

Property As Rent, Faisal Chaudhry

St. John's Law Review

(Excerpt)

What is property? Over the course of the past two decades, legal scholars have reopened this question in a highly visible and often fractious way. On one side of the renewed debate are those who have sought to restore an object-centered model of property as an in rem right to exclude; on the other are those who have sought to reorient the old adage that property is a “bundle of sticks” toward a new emphasis on property’s role in forging social relations and democratic community. Sometimes known as a split between the “ownership” versus “progressive property” models, as fruitful …

Reducing The Wealth Gap Through Fintech 'Advances' In Consumer Banking And Lending, Nathalie Martin, Pamela Foohey

Faculty Scholarship

Research shows that Black, Latinx, and other minorities pay more for credit and banking services, and that wealth accumulation differs starkly between their households and white households. The link between debt inequality and the wealth gap, however, remains less thoroughly explored, particularly in light of new credit products and debt-like banking services, such as early wage access and other fintech innovations. These innovations both hold the promise of reducing racial and ethnic disparities in lending and bring concerns that they may be exploited in ways that perpetuate inequality. They also come at a time when policy makers are considering how …

Fraudulent Transactions In An Online World, Eunice Chua, Beverly Wee

Research Collection Yong Pung How School Of Law

This article considers the new normal of online payment transactions and the guidelines applicable to the situation of a fraudulent transaction. How effective are they at protecting consumers? Are there concerns that need to be addressed?

Law, Growth, And The Identity Hurdle: A Theory Of Legal Reform, Martin W. Sybblis

Faculty Articles

This Article offers a new theoretical approach to understanding resistance to legal change in the corporate and commercial context by introducing the sociological concept of "community economic identity" (CEI) into legal scholarship. I argue that community leaders (typically, but not exclusively, from the political, legal, and business spheres) generate public and recognizable identities-e.g., "Coal Country" or "Motor City"-with respect to some commercial activities. These identities influence how law reform is conceived and deployed within jurisdictional boundaries (i.e., country, state, town, region, etc.). CEI complicates the prevailing public choice narrative regarding the influence of special interests in the law reform process. …

Emerging Circuit Split Over Modification Of Mortgages On Multi-Use Real Properties, Michal Zabadal

Fordham Journal of Corporate & Financial Law

For many decades, healthy levels of residential mortgage loans (“RMLs”) and their regulation have been among the major drivers of the economy. Because of the importance of RMLs for the condition of the national financial system and the general well-being of the society, it is essential that lenders are reasonably incentivized to originate these loans. A well-designed promise of higher recovery on RMLs in times of distress can be a compelling motivator. The Bankruptcy Code seeks to deliver on that promise by treating RMLs more favorably. It does that by barring the debtor-in-bankruptcy from modifying a claim secured by a …

Table Of Contents, Seattle University Law Review

Seattle University Law Review

Table of Contents

Error-Resilient Consumer Contracts, Danielle D'Onfro

Scholarship@WashULaw

When firms contracting with consumers make mistakes, people get hurt. Inaccurate billing, misapplied payments, and similar problems push lucky consumers into kafkaesqe customer-service queues and unlucky ones off the financial cliff. Despite significant regulatory interventions, firms contracting with consumers continue to struggle to accurately bill customers, update accounts, and process payments. Firms largely rely on technology, especially databases and software, to discharge these servicing obligations. This technology must accommodate firms’ innovations in their contracts, shifting regulations, and unpredictable consumer behavior. Given the complexity of servicing, the technology will inevitably produce mistakes even when firms invest in technology. When firms skimp …

Securing Crypto: Exempting Certain Cryptoassets From The Arkansas Securities Act, Jesse Kloss

Arkansas Law Review

Out of fifty states in 2019, Arkansas was ranked forty-fourth for technology and innovation with a grade of “F,” thirty-sixth for economy with a grade of “D+,” and thirty-seventh for business friendliness with a grade of “D+.” It is time to make Arkansas an innovation and business friendly state. Exempting certain fully functional cryptoassets, those that have some purpose other than a speculative or investment purpose, from the Arkansas Securities Act is one step towards doing so.

Enough Is As Good As A Feast, Noah C. Chauvin

Seattle University Law Review

Ipse Dixit, the podcast on legal scholarship, provides a valuable service to the legal community and particularly to the legal academy. The podcast’s hosts skillfully interview guests about their legal and law-related scholarship, helping those guests communicate their ideas clearly and concisely. In this review essay, I argue that Ipse Dixit has made a major contribution to legal scholarship by demonstrating in its interview episodes that law review articles are neither the only nor the best way of communicating scholarly ideas. This contribution should be considered “scholarship,” because one of the primary goals of scholarship is to communicate new ideas.

Table Of Contents, Seattle University Law Review

Seattle University Law Review

Table of Contents

Virtual Currency As Crypto Collateral Under Article 9 Of The Ucc: Trying To Fit A Square Peg In A Round Hole, Sharon E. Foster

Arkansas Law Review

This Article addresses the current state of academic discussion regarding the problems of creating an enforceable security interest under Article 9 of the Uniform Commercial Code (UCC) using virtual currency, such as bitcoin, as collateral. While academic discussion is helpful and, indeed, may one day be adopted by a court and become law, the primary problem in using virtual currency as collateral is the uncertainty regarding using Article 9 to create an enforceable security interest in virtual currency. Simply put, Article 9 does not specifically address virtual currency as collateral, and we have no case law at this time to …

New Things Under The Sun: How The Cftc Is Using Virtual Currencies To Expand Its Jurisdiction, James Michael Blakemore

Arkansas Law Review

A decade has passed since Bitcoin solved a fundamental problem plaguing virtual currencies: How to ensure, without resort to financial intermediaries or other trusted central authorities, that a unit of digital currency can be spent only once. In that time, Bitcoin has inspired countless follow-on projects. Some have attempted to improve the technology’s potential use for digital cash, by, for example, increasing the number of transactions processed per second or improving user privacy. Others have strayed further from Bitcoin’s original intent, building on blockchain—Bitcoin’s central innovation—to enable distributed computing and so-called smart contracting, decentralized lending, governance, data storage, and digital …