California - Changes to Revised Uniform LLC Act

Assembly Bill 506 (Chapter 775) signed by the governor October 11 and effective January 1, 2016 makes changes to the Revised Uniform Limited Liability Company Act (RULLCA) which applies to LLCs formed after January 1, 2014 and to the Revised Uniform Limited Partnership Act (RULPA). A requirement for all LLC members to approve a merger or conversion or amendment of the LLC operating agreement is eliminated. A LLC is required to indemnify an agent to the extent the agent has been successful on the merits in defense or settlement of any claim, issue or matter if the agent acted in good faith and in a manner that the agent reasonably believed to be in the best interests of the LLC and its members . The bill also clarifies that a limited partnership is formed when partners enter into a partnership agreement before or after the filing of a Certificate of Limited Partnership.

New Jersey UCC Filings

On May 11, 2015 NJ Bill 2481 was signed amending certain rules affecting UCC filings.  The most significant change is the elimination of the acceptance of paper filings.

Filers must now use New Jersey's electronic filing system DORES to submit financing statements and must also make a statement on the form that the collateral described falls within the scope of Article 9.

Also included in the legislation is that financing statements are only effective if they state a name for the Secured Party or representative of the Secured Party.  This rule prevents Secured Parties from "masking" their identity on UCC filings.

Unisearch can help with any New Jersey UCC filing needs or questions.  Give us a call!

Oklahoma UCC Article 9 Amendment

Oklahoma House Bill 1773 was signed on June 4 enacting the UCC Article 9 2010 Amendments.  The new law will go into effect on November 1, 2015.

Oklahoma's law adopts the Alternative A "Only If" option for determining what is the correct name to use for individuals.  The only sufficient source of an individual debtor name is the person's unexpired Oklahoma driver's license.

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