Navigating UCC Issues in Real Estate Finance Opinions: The New ABA/ACMA/ACREL/ACCFL UCC Opinion Report

Creation, Perfection and Attachment of a Security Interest Under Article 9; Personal Property, Fixtures and Other Collateral

Recording of a 90-minute premium CLE webinar with Q&A


Conducted on Thursday, September 5, 2019

Recorded event now available

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Program Materials

This CLE webinar will provide real estate practitioners with guidance on giving and reviewing opinion letters relating to UCC matters, with reference to the UCC Opinion Report recently released by the American Bar Association (ABA), the American College of Mortgage Attorneys (ACMA), and the American College of Real Estate Lawyers (ACREL). In connection with that, the panel will examine various issues associated with creating and perfecting a security interest in personal property collateral, fixtures, and non-fixture real estate collateral under the Uniform Commercial Code (UCC).

Description

While some real estate financings involve only a mortgage and an assignment of leases and rents, many transactions involve UCC collateral such as fixtures, as-extracted collateral, uncut timber, deposit accounts, and investment property. Real estate counsel must have a thorough understanding of the UCC when a finance transaction includes these types of collateral.

There are three steps necessary to create a security interest and make it enforceable against secured parties, purchasers, bankruptcy trustees, and other third parties: creation, attachment and perfection. Critical to the creation and attachment of a security interest is the inclusion of a legally sufficient description of the collateral. Perfection is achieved by various methods (depending on the collateral) recognized under the UCC.

The UCC Opinion Report recently published by the ABA, ACMA, and ACREL provides an explanation of applicable UCC laws regarding creation, attachment and perfection of security interests in various types of collateral most often included in real estate financing and includes representative forms of UCC opinions to cover various issues. The opinions and accompanying practice points provide a useful framework for UCC practice in real estate finance transactions.

Listen as our authoritative panel discusses these issues.

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Outline

  1. Types of UCC collateral often encountered in real estate financings
    1. Personal property
    2. Fixtures
    3. As-extracted collateral, timber
    4. Deposit accounts
    5. Investment property
  2. Requirements for establishing a security interest enforceable against third parties
    1. Creation--security agreement
    2. Attachment
    3. Perfection
    4. Importance of collateral description
  3. Guidance provided by the 2019 ABA/ACMA/ACREL UCC Opinion Report

Benefits

The panel will review these and other relevant topics:

  • What types of UCC collateral are frequently part of a real estate finance deal?
  • What terms should be included in a security agreement to ensure the creation of security interest?
  • When is a blanket collateral description sufficient under the UCC and when is it not?
  • How do methods of perfection vary with the type of collateral?
  • What are the best practices in rendering UCC opinions according to the ABA/ACMA/ACREL opinion report?

Faculty

Grodner, R. Marshall
R. Marshall Grodner

Member
McGlinchey Stafford

Mr. Grodner's practice focuses primarily on commercial transactions, secured transactions, commercial finance,...  |  Read More

Levin, Edward
Edward J. Levin

Member
Gordon Feinblatt

Mr. Levin focuses his practice in the area of real property law, including real estate financing, leasing, purchase and...  |  Read More

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