080528
TITLE XXXIV-A
UNIFORM COMMERCIAL CODE
CHAPTER 382-A
UNIFORM COMMERCIAL CODE
ARTICLE 9
SECURED TRANSACTIONS
Part 3
Perfection and Priority
Subpart 1. Law Governing Perfection and Priority
Section 382-A:9-307
382-A:9-307 Location of Debtor. –
[The critical word appears to be “location”.]
(a) “Place of business.” In this section, “place of business” means a place where a debtor conducts its affairs. [This, in turn, implies that all businesses are debtors and/or that all who engage in business must be debtors.
To engage in “business” and/or business “affairs” is to be a debtor. Perhaps, “business” is defined as only possible “in this state”; perhaps all “business” is conducted in terms of legal tender, and all legal tender implicates “this state”. Thus, any “place of business” must be “in this state”. That, in turn, implies that all who enter “this state” may be presumed to be debtors. Perhaps there are no “creditors” “in this state”. Maybe “this state” is only for “debtors” while “The State” it the “place of lending” (rather than “place of business”/ “place of debtors”). This would imply that the fiction “ADASK” is always deemed to act “in this state” and is always acting as a debtor. If so, then the man “Adask,” conversely, would then have to be the eternal “creditor” living/existing “within The State”.]
(b) Debtor’s location: general rules. Except as otherwise provided in this section, the following rules determine a debtor’s location:
(1) A debtor who is an individual is located at the individual’s principal residence. [Residence is only for “individuals”? To have a “residence” is to be an “individual”? To be an “individual” means you must be also be a “resident”?]
(2) A debtor that is an organization and has only one place of business is located at its place of business. [Apparently, “business” is associated with an “organization”. To be “in business” implies the existence of an “organization”. If I had guess, I’d bet that the “business organization” includes a bank account. I.e, even if you are a “self-employed” tradesman, if you have a business bank account, that would be part of your “organization”.]
(3) A debtor that is an organization and has more than one place of business is located at its chief executive office.
(c) Limitation of applicability of subsection (b). Subsection (b) applies only if a debtor’s residence, place of business, or chief executive office, as applicable, is located in a jurisdiction [this state?] whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system as a condition or result of the security interest’s obtaining priority over the rights of a lien creditor with respect to the collateral. If subsection (b) does not apply, the debtor is located in the District of Columbia. [This implies that all debtors are either 1) in Washington DC; or 2) in a “jurisdiction” whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system . . . .”. This implies that each instance of “this state” may be or include such a “registration system”. Therefore, if you 1) deny that you are located in DC; and 2) deny that your “security interest” is established under such a “registration system”—you might be able to defeat the presumption or declaration that you are a debtor.]
(d) Continuation of location: cessation of existence, etc. A person that ceases to exist, have a residence, or have a place of business continues to be located in the jurisdiction specified by subsections (b) and (c).
[Once a “person” (not necessarily a man) establishes “existence,” “residence” or “place of business” in jurisdictions (b) or (c), that establishment appears to be permanent and survives his “cessation” (not necessarily death), movement to another residence or place of business in another jurisdiction. This implies that if a person “ceases” to “exist,” that may preclude such person from “establishing” a new existence in some other jurisdiction, but cessation of residence or place of business is irrelevant; and you can have several residences, even if you’re only occupying one.
This is very strange. It reminds me of the IRS being allowed to send notice to “last known address” even if the recipient has been gone for years. There is an implication that the term “located” can or must apply to fictions; that once a fiction is found in jurisdiction (b) or (c) it’s there “forever”.
But, unless existence, residence and place of business really are “forever” (at least in “this state”) there must be a process to “officially terminate” one’s “location” in the fiction.
“Location” appears to be the critical term. Black’s 8th defines:
“location. 1. The specific place or position of a person or thing. 2. The act or process of locating. 3. Real estate. The designation of the boundaries of a particle piece of land, either on the record or on the land itself. . . . [“The record” is “in this state”? The land is within “The State”?] 4. Mining law. The act of appropriating a mining claim. . . . 5. The claim so appropriated.—Also termed (in senses 4 & 5) mining location. 6. Civil law. A contract for the temporary use of something for hire; a leasing for hire. See LOCATIO.”
]
(e) Location of registered organization organized under State law. A registered organization that is organized under the law of a State is located in that State.
(f) Location of registered organization organized under federal law; bank branches and agencies. Except as otherwise provided in subsection (i), a registered organization that is organized under the law of the United States and a branch or agency of a bank that is not organized under the law of the United States or a State are located:
(1) in the State that the law of the United States designates, if the law designates a State of location;
(2) in the State that the registered organization, branch, or agency designates, if the law of the United States authorizes the registered organization, branch, or agency to designate its State of location; or
(3) in the District of Columbia, if neither paragraph (1) nor paragraph (2) applies.
(g) Continuation of location: change in status of registered organization. A registered organization continues to be located in the jurisdiction specified by subsection (e) or (f) notwithstanding:
(1) the suspension, revocation, forfeiture, or lapse of the registered organization’s status as such in its jurisdiction of organization; or
(2) the dissolution, winding up, or cancellation of the existence of the registered organization.
(h) Location of United States. The United States is located in the District of Columbia.
(i) Location of foreign bank branch or agency if licensed in only one state. A branch or agency of a bank that is not organized under the law of the United States or a State is located in the State in which the branch or agency is licensed, if all branches and agencies of the bank are licensed in only one State.
(j) Location of foreign air carrier. A foreign air carrier under the Federal Aviation Act of 1958, as amended, is located at the designated office of the agent upon which service of process may be made on behalf of the carrier.
(k) Section applies only to this part. This section applies only for purposes of this part.
Source. 2001, 102:25, eff. July 1, 2001.
http://www.gencourt.state.nh.us/rsa/html/XXXIV-A/382-A/382-A-9-307.htm
TITLE XXXIV-A
UNIFORM COMMERCIAL CODE
CHAPTER 382-A
UNIFORM COMMERCIAL CODE
ARTICLE 9
SECURED TRANSACTIONS
Part 3
Perfection and Priority
Subpart 1. Law Governing Perfection and Priority
Section 382-A:9-307
382-A:9-307 Location of Debtor. –
(a) “Place of business.” In this section, “place of business” means a place where a debtor conducts its affairs.
(b) Debtor’s location: general rules. Except as otherwise provided in this section, the following rules determine a debtor’s location:
(1) A debtor who is an individual is located at the individual’s principal residence.
(2) A debtor that is an organization and has only one place of business is located at its place of business.
(3) A debtor that is an organization and has more than one place of business is located at its chief executive office.
(c) Limitation of applicability of subsection (b). Subsection (b) applies only if a debtor’s residence, place of business, or chief executive office, as applicable, is located in a jurisdiction whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system as a condition or result of the security interest’s obtaining priority over the rights of a lien creditor with respect to the collateral. If subsection (b) does not apply, the debtor is located in the District of Columbia.
(d) Continuation of location: cessation of existence, etc. A person that ceases to exist, have a residence, or have a place of business continues to be located in the jurisdiction specified by subsections (b) and (c).
(e) Location of registered organization organized under State law. A registered organization that is organized under the law of a State is located in that State.
(f) Location of registered organization organized under federal law; bank branches and agencies. Except as otherwise provided in subsection (i), a registered organization that is organized under the law of the United States and a branch or agency of a bank that is not organized under the law of the United States or a State are located:
(1) in the State that the law of the United States designates, if the law designates a State of location;
(2) in the State that the registered organization, branch, or agency designates, if the law of the United States authorizes the registered organization, branch, or agency to designate its State of location; or
(3) in the District of Columbia, if neither paragraph (1) nor paragraph (2) applies.
(g) Continuation of location: change in status of registered organization. A registered organization continues to be located in the jurisdiction specified by subsection (e) or (f) notwithstanding:
(1) the suspension, revocation, forfeiture, or lapse of the registered organization’s status as such in its jurisdiction of organization; or
(2) the dissolution, winding up, or cancellation of the existence of the registered organization.
(h) Location of United States. The United States is located in the District of Columbia.
(i) Location of foreign bank branch or agency if licensed in only one state. A branch or agency of a bank that is not organized under the law of the United States or a State is located in the State in which the branch or agency is licensed, if all branches and agencies of the bank are licensed in only one State.
(j) Location of foreign air carrier. A foreign air carrier under the Federal Aviation Act of 1958, as amended, is located at the designated office of the agent upon which service of process may be made on behalf of the carrier.
(k) Section applies only to this part. This section applies only for purposes of this part.
Source. 2001, 102:25, eff. July 1, 2001.
