MISSISSIPPI LEGISLATURE
2024 Regular Session
To: Judiciary A
By: Representative Hood
AN ACT TO BRING FORWARD SECTIONS 75-9-501, 75-9-501.1, 75-9-502, 75-9-503, 75-9-504, 75-9-505, 75-9-506, 75-9-507, 75-9-508, 75-9-509, 75-9-510, 75-9-511, 75-9-512, 75-9-513, 75-9-514, 75-9-515, 75-9-516, 75-9-517, 75-9-518, 75-9-519, 75-9-520, 75-9-521, 75-9-522, 75-9-523, 75-9-524, 75-9-525, 75-9-526 AND 75-9-527, MISSISSIPPI CODE OF 1972, WHICH RELATE TO SECURED TRANSACTION FILINGS UNDER THE UNIFORM COMMERCIAL CODE, FOR PURPOSES OF POSSIBLE AMENDMENT; TO BRING FORWARD SECTIONS 75-9-207, 75-9-208, 75-9-209 AND 75-9-210, MISSISSIPPI CODE OF 1972, WHICH RELATE TO RIGHTS AND DUTIES OF PARTIES TO SECURITY AGREEMENTS, FOR PURPOSES OF POSSIBLE AMENDMENT; AND FOR RELATED PURPOSES.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MISSISSIPPI:
SECTION 1. Section 75-9-501, Mississippi Code of 1972, is brought forward as follows:
75-9-501. (a) Except as otherwise provided in subsection (b), if the local law of this state governs perfection of a security interest or agricultural lien, the office in which to file a financing statement to perfect the security interest or agricultural lien is:
(1) The office designated for the filing or recording of a record of a mortgage on the related real property, if:
(A) The collateral is as-extracted collateral or timber to be cut; or
(B) The financing statement is filed as a fixture filing and the collateral is goods that are or are to become fixtures; or
(2) The Office of the Secretary of State in all other cases, including a case in which the collateral is goods that are or are to become fixtures and the financing statement is not filed as a fixture filing.
(b) The office in which to file a financing statement to perfect a security interest in collateral, including fixtures, of a transmitting utility is the Office of the Secretary of State. The financing statement also constitutes a fixture filing as to the collateral indicated in the financing statement which is or is to become fixtures.
SECTION 2. Section 75-9-501.1, Mississippi Code of 1972, is brought forward as follows:
75-9-501.1. (a) No person shall cause to be communicated to the filing office for filing a false record the person knows or reasonably should know:
(1) Is filed with the intent to harass or defraud the person identified as debtor in the record or any other person;
(2) Is not authorized or permitted under Section 75-9-509, 75-9-708 or 75-9-808 of this article; or
(3) Is not related to a valid existing or potential commercial or financial transaction, an existing agricultural or other lien, or a judgment of a court of competent jurisdiction.
(b) The Secretary of State may initiate a review of a record presented for filing or a filed record if:
(1) The Secretary of State receives an information statement filed by the debtor with the Secretary of State under Section 75-9-518 alleging the record was communicated to the filing office in violation of subsection (a); or
(2) The Secretary of State has reason to believe, from information contained in the record or obtained from the person that communicated the record to the filing office, that the record was communicated to the filing office in violation of subsection (a).
(c) Upon initiating the review, the Secretary of State shall communicate to the secured party of record on the record to which the review relates and to the person that communicated the record to the filing, if different and known to the office, a request for additional documentation supporting the effectiveness of the record. The Secretary of State may terminate the record effective thirty (30) days after the first request for additional documentation is sent if it has a reasonable basis for concluding that the record was communicated to the filing office in violation of subsection (a). The Secretary of State may give heightened scrutiny to a record when:
(1) The record asserts a claim against a current or former employee or officer of a federal, state, county, or other local governmental unit that relates to the performance of the officer's or employee's public duties, and for which the filer does not hold a properly executed security agreement or judgment from a court of competent jurisdiction;
(2) The record indicates that the debtor and the secured party are substantially the same;
(3) The debtor is a transmitting utility; or
(4) The transaction to which the record relates is a public-finance transaction.
(d) The Secretary of State shall not return any fee paid for filing a record refused or terminated under this section.
(e) The Secretary of State shall promptly communicate to the secured party of record a notice of the refusal or termination of a record under subsection (c). A secured party of record that believes in good faith the record was not communicated to the filing office in violation of subsection (a) may commence an action in the Chancery Court of the First Judicial District of Hinds County, Mississippi, to require the Secretary of State to accept or reinstate the record.
(f) A record ordered by the court to be accepted or reinstated is effective as a filed record from the initial filing date except as against a purchaser of the collateral which gives value in reasonable reliance on the absence of the record from the files.
(g) Neither the filing office nor any of its employees shall incur liability for the termination or failure to terminate a record under this section or for the refusal to accept a record for filing in the lawful performance of the duties of the office or employee.
(h) This section does not apply to a record communicated to the filing office by a regulated financial institution or by a representative of a regulated financial institution except that the Secretary of State may request from the secured party of record on the record or from the person that communicated the record to the filing office, if different and known to the office, additional documentation supporting that the record was communicated to the filing office by a regulated financial institution or by a representative of a regulated financial institution. "Regulated financial institution" means a financial institution subject to regulatory oversight or examination by a state or federal agency, including, but not limited to, any bank, commercial finance lender or insurer, consumer loan broker, credit union, debt management service provider, finance company, industrial loan company, insurance premium finance company, investment company, investment fund, mortgage service provider, savings association, small loan company, and trust company.
(i) This section applies to records communicated to the filing office for filing before the effective date if the communication constitutes a violation of subsection (a).
SECTION 3. Section 75-9-502, Mississippi Code of 1972, is brought forward as follows:
75-9-502. (a) Subject to subsection (b), a financing statement is sufficient only if it:
(1) Provides the name of the debtor;
(2) Provides the name of the secured party or a representative of the secured party; and
(3) Indicates the collateral covered by the financing statement.
(b) Except as otherwise provided in Section 75-9-501(b), to be sufficient, a financing statement that covers as-extracted collateral or timber to be cut, or which is filed as a fixture filing and covers goods that are or are to become fixtures, must satisfy subsection (a) and also:
(1) Indicate that it covers this type of collateral;
(2) Indicate that it is to be filed for record in the real property records;
(3) Provide a description of the real property to which the collateral is related sufficient to give constructive notice of a mortgage under the law of this state if the description were contained in a record of the mortgage of the real property; and
(4) If the debtor does not have an interest of record in the real property, provide the name of a record owner.
(c) A record of a mortgage is effective, from the date of recording, as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut only if:
(1) The record indicates the goods or accounts that it covers;
(2) The goods are or are to become fixtures related to the real property described in the record or the collateral is related to the real property described in the record and is as-extracted collateral or timber to be cut;
(3) The record satisfies the requirements for a financing statement in this section, but:
(A) The record need not indicate that it is to be filed in the real property records; and
(B) The record sufficiently provides the name of the debtor who is an individual if it provides the individual name of the debtor or the surname and first personal name of the debtor, even if the debtor is an individual to whom Section 75-9-503(a)(4) applies; and
(4) The record is duly recorded.
(d) A financing statement may be filed before a security agreement is made or a security interest otherwise attaches.
SECTION 4. Section 75-9-503, Mississippi Code of 1972, is brought forward as follows:
75-9-503. (a) A financing statement sufficiently provides the name of the debtor:
(1) Except as otherwise provided in paragraph (3), if the debtor is a registered organization or the collateral is held in a trust that is a registered organization, only if the financing statement provides the name that is stated to be the registered organization's name on the public organic record most recently filed with or issued or enacted by the registered organization's jurisdiction of organization which purports to state, amend or restate the registered organization's name;
(2) Subject to subsection (f) if the collateral is being administered by the personal representative of a decedent, only if the financing statement provides, as the name of the debtor, the name of the decedent and, in a separate part of the financing statement, indicates that collateral is being administered by a personal representative;
(3) If the collateral is held in a trust that is not a registered organization, only if the financing statement:
(A) Provides, as the name of the debtor:
(i) If the organic record of the trust specifies a name for the trust, the name specified; or
(ii) If the organic record of the trust does not specify a name for the trust, the name of the settlor or testator; and
(B) In a separate part of the financing statement:
(i) If the name is provided in accordance with subparagraph (A)(i), indicates that the collateral is held in a trust; or
(ii) If the name is provided in accordance with subparagraph (A)(ii), provides additional information sufficient to distinguish the trust from other trusts having one or more of the same settlors or the same testator and indicates that the collateral is held in a trust, unless the additional information so indicates;
(4) Subject to subsection
(g), if the debtor is an individual to whom this state has issued a driver's license
or nondriver's identification card that has not expired, or if the debtor furnishes
a valid identification card issued by a federally recognized Indian tribe that contains
a color photograph of the card holder and the card holder's legal name, residence
address and date of birth that has not expired, only if the financing statement
provides the name of the individual which is indicated on the driver's license, nondriver's identification card or tribal identification
card;
(5) If the debtor is an individual to whom paragraph (4) does not apply, only if the financing statement provides the individual name of the debtor or the surname and first personal name of the debtor; and
(6) In other cases:
(A) If the debtor has a name, only if the financing statement provides the organizational name of the debtor; and
(B) If the debtor does not have a name, only if it provides the names of the partners, members, associates, or other persons comprising the debtor, in a manner that each name provided would be sufficient if the person named were the debtor.
(b) A financing statement that provides the name of the debtor in accordance with subsection (a) is not rendered ineffective by the absence of:
(1) A trade name or other name of the debtor; or
(2) Unless required under subsection (a)(6)(B), names of partners, members, associates, or other persons comprising the debtor.
(c) A financing statement that provides only the debtor's trade name does not sufficiently provide the name of the debtor.
(d) Failure to indicate the representative capacity of a secured party or representative of a secured party does not affect the sufficiency of a financing statement.
(e) A financing statement may provide the name of more than one (1) debtor and the name of more than one (1) secured party.
(f) The name of the decedent indicated on the order appointing the personal representative of the decedent issued by the court having jurisdiction over the collateral is sufficient as the "name of the decedent" under subsection (a)(2).
(g) If this state has issued to an individual more than one (1) driver's license or nondriver's identification card of a kind described in subsection (a)(4), the one that was issued most recently is the one to which subsection (a)(4) refers.
(h) In this section, the "name of the settlor or testator" means:
(1) If the settlor is a registered organization, the name that is stated to be the settlor's name on the public organic record most recently filed with or issued or enacted by the settlor's jurisdiction of organization which purports to state, amend, or restate the settlor's name; or
(2) In other cases, the name of the settlor or testator indicated in the trust's organic record.
SECTION 5. Section 75-9-504, Mississippi Code of 1972, is brought forward as follows:
75-9-504. A financing statement sufficiently indicates the collateral that it covers if the financing statement provides:
(1) A description of the collateral pursuant to Section 75-9-108; or
(2) An indication that the financing statement covers all assets or all personal property.
SECTION 6. Section 75-9-505, Mississippi Code of 1972, is brought forward as follows:
75-9-505. (a) A consignor, lessor, or other bailor of goods, a licensor, or a buyer of a payment intangible or promissory note may file a financing statement, or may comply with a statute or treaty described in Section 75-9-311(a), using the terms "consignor," "consignee," "lessor," "lessee," "bailor," "bailee," "licensor," "licensee," "owner," "registered owner," "buyer," "seller," or words of similar import, instead of the terms "secured party" and "debtor."
(b) This part applies to the filing of a financing statement under subsection (a) and, as appropriate, to compliance that is equivalent to filing a financing statement under Section 75-9-311(b), but the filing or compliance is not of itself a factor in determining whether the collateral secures an obligation. If it is determined for another reason that the collateral secures an obligation, a security interest held by the consignor, lessor, bailor, licensor, owner, or buyer which attaches to the collateral is perfected by the filing or compliance.
SECTION 7. Section 75-9-506, Mississippi Code of 1972, is brought forward as follows:
75-9-506. (a) A financing statement substantially satisfying the requirements of this part is effective, even if it has minor errors or omissions, unless the errors or omissions make the financing statement seriously misleading.
(b) Except as otherwise provided in subsection (c), a financing statement that fails sufficiently to provide the name of the debtor in accordance with Section 75-9-503(a) is seriously misleading.
(c) If a search of the records of the filing office under the debtor's correct name, using the filing office's standard search logic, if any, would disclose a financing statement that fails sufficiently to provide the name of the debtor in accordance with Section 75-9-503(a), the name provided does not make the financing statement seriously misleading.
(d) For purposes of Section 75-9-508(b), the "debtor's correct name" in subsection (c) means the correct name of the new debtor.
SECTION 8. Section 75-9-507, Mississippi Code of 1972, is brought forward as follows:
75-9-507. (a) A filed financing statement remains effective with respect to collateral that is sold, exchanged, leased, licensed, or otherwise disposed of and in which a security interest or agricultural lien continues, even if the secured party knows of or consents to the disposition.
(b) Except as otherwise provided in subsection (c) and Section 75-9-508, a financing statement is not rendered ineffective if, after the financing statement is filed, the information provided in the financing statement becomes seriously misleading under Section 75-9-506.
(c) If the name that a filed financing statement provides for a debtor becomes insufficient as the name of the debtor under Section 75-9-503(a) so that the financing statement becomes seriously misleading under Section 75-9-506:
(1) The financing statement is effective to perfect a security interest in collateral acquired by the debtor before, or within four (4) months after, the filed financing statement becomes seriously misleading; and
(2) The financing statement is not effective to perfect a security interest in collateral acquired by the debtor more than four (4) months after the filed financing statement becomes seriously misleading, unless an amendment to the financing statement which renders the financing statement not seriously misleading is filed within four (4) months after the financing statement becomes seriously misleading.
SECTION 9. Section 75-9-508, Mississippi Code of 1972, is brought forward as follows:
75-9-508. (a) Except as otherwise provided in this section, a filed financing statement naming an original debtor is effective to perfect a security interest in collateral in which a new debtor has or acquires rights to the extent that the financing statement would have been effective had the original debtor acquired rights in the collateral.
(b) If the difference between the name of the original debtor and that of the new debtor causes a filed financing statement that is effective under subsection (a) to be seriously misleading under Section 75-9-506:
(1) The financing statement is effective to perfect a security interest in collateral acquired by the new debtor before, and within four (4) months after, the new debtor becomes bound under Section 75-9-203(d); and
(2) The financing statement is not effective to perfect a security interest in collateral acquired by the new debtor more than four (4) months after the new debtor becomes bound under Section 75-9-203(d) unless an initial financing statement providing the name of the new debtor is filed before the expiration of that time.
(c) This section does not apply to collateral as to which a filed financing statement remains effective against the new debtor under Section 75-9-507(a).
SECTION 10. Section 75-9-509, Mississippi Code of 1972, is brought forward as follows:
75-9-509. (a) A person may file an initial financing statement, amendment that adds collateral covered by a financing statement, or amendment that adds a debtor to a financing statement only if:
(1) The debtor authorizes the filing in an authenticated record or pursuant to subsection (b) or (c); or
(2) The person holds an agricultural lien that has become effective at the time of filing and the financing statement covers only collateral in which the person holds an agricultural lien.
(b) By authenticating or becoming bound as debtor by a security agreement, a debtor or new debtor authorizes the filing of an initial financing statement, and an amendment, covering:
(1) The collateral described in the security agreement; and
(2) Property that becomes collateral under Section 75-9-315(a)(2), whether or not the security agreement expressly covers proceeds.
(c) By acquiring collateral in which a security interest or agricultural lien continues under Section 75-9-315(a)(1), a debtor authorizes the filing of an initial financing statement, and an amendment, covering the collateral and property that becomes collateral under Section 75-9-315(a)(2).
(d) A person may file an amendment other than an amendment that adds collateral covered by a financing statement or an amendment that adds a debtor to a financing statement only if:
(1) The secured party of record authorizes the filing; or
(2) The amendment is a termination statement for a financing statement as to which the secured party of record has failed to file or send a termination statement as required by Section 75-9-513(a) or (c), the debtor authorizes the filing, and the termination statement indicates that the debtor authorized it to be filed.
(e) If there is more than one (1) secured party of record for a financing statement, each secured party of record may authorize the filing of an amendment under subsection (d).
SECTION 11. Section 75-9-510, Mississippi Code of 1972, is brought forward as follows:
75-9-510. (a) A filed record is effective only to the extent that it was filed by a person that may file it under Section 75-9-509.
(b) A record authorized by one (1) secured party of record does not affect the financing statement with respect to another secured party of record.
(c) A continuation statement that is not filed within the six-month period prescribed by Section 75-9-515(d) is ineffective.
(d) A filed record ceases to be effective if the Secretary of State terminates the record pursuant to Section 75-9-501.1.
SECTION 12. Section 75-9-511, Mississippi Code of 1972, is brought forward as follows:
75-9-511. (a) A secured party of record with respect to a financing statement is a person whose name is provided as the name of the secured party or a representative of the secured party in an initial financing statement that has been filed. If an initial financing statement is filed under Section 75-9-514(a), the assignee named in the initial financing statement is the secured party of record with respect to the financing statement.
(b) If an amendment of a financing statement which provides the name of a person as a secured party or a representative of a secured party is filed, the person named in the amendment is a secured party of record. If an amendment is filed under Section 75-9-514(b), the assignee named in the amendment is a secured party of record.
(c) A person remains a secured party of record until the filing of an amendment of the financing statement which deletes the person.
SECTION 13. Section 75-9-512, Mississippi Code of 1972, is brought forward as follows:
75-9-512. (a) Subject to Section 75-9-509, a person may add or delete collateral covered by, continue or terminate the effectiveness of, or, subject to subsection (e), otherwise amend the information provided in, a financing statement by filing an amendment that:
(1) Identifies, by its file number, the initial financing statement to which the amendment relates; and
(2) If the amendment relates to an initial financing statement filed for record in a filing office described in Section 75-9-501(a)(1), provides the date that the initial financing statement was filed for record and the information specified in Section 75-9-502(b).
(b) Except as otherwise provided in Section 75-9-515, the filing of an amendment does not extend the period of effectiveness of the financing statement.
(c) A financing statement that is amended by an amendment that adds collateral is effective as to the added collateral only from the date of the filing of the amendment.
(d) A financing statement that is amended by an amendment that adds a debtor is effective as to the added debtor only from the date of the filing of the amendment.
(e) An amendment is ineffective to the extent it:
(1) Purports to delete all debtors and fails to provide the name of a debtor to be covered by the financing statement; or
(2) Purports to delete all secured parties of record and fails to provide the name of a new secured party of record.
SECTION 14. Section 75-9-513, Mississippi Code of 1972, is brought forward as follows:
75-9-513. Termination statement.
(a) A secured party shall cause the secured party of record for a financing statement to file a termination statement for the financing statement if the financing statement covers consumer goods and:
(1) There is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value; or
(2) The debtor did not authorize the filing of the initial financing statement.
(b) To comply with subsection (a), a secured party shall cause the secured party of record to file the termination statement:
(1) Within one (1) month after there is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value; or
(2) If earlier, within twenty (20) days after the secured party receives an authenticated demand from a debtor.
(c) In cases not governed by subsection (a), within twenty (20) days after a secured party receives an authenticated demand from a debtor, the secured party shall cause the secured party of record for a financing statement to send to the debtor a termination statement for the financing statement or file the termination statement in the filing office if:
(1) Except in the case of a financing statement covering accounts or chattel paper that has been sold or goods that are the subject of a consignment, there is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value;
(2) The financing statement covers accounts or chattel paper that has been sold but as to which the account debtor or other person obligated has discharged its obligation;
(3) The financing statement covers goods that were the subject of a consignment to the debtor but are not in the debtor's possession; or
(4) The debtor did not authorize the filing of the initial financing statement.
(d) Except as otherwise provided in Section 75-9-510, upon the filing of a termination statement with the filing office, the financing statement to which the termination statement relates ceases to be effective. Except as otherwise provided in Section 75-9-510, for purposes of Sections 75-9-519(g), 75-9-522(a) and 75-9-523(c), the filing with the filing office of a termination statement relating to a financing statement that indicates that the debtor is a transmitting utility also causes the effectiveness of the financing statement to lapse.
SECTION 15. Section 75-9-514, Mississippi Code of 1972, is brought forward as follows:
75-9-514. (a) Except as otherwise provided in subsection (c), an initial financing statement may reflect an assignment of all of the secured party's power to authorize an amendment to the financing statement by providing the name and mailing address of the assignee as the name and address of the secured party.
(b) Except as otherwise provided in subsection (c), a secured party of record may assign of record all or part of its power to authorize an amendment to a financing statement by filing in the filing office an amendment of the financing statement which:
(1) Identifies, by its file number, the initial financing statement to which it relates;
(2) Provides the name of the assignor; and
(3) Provides the name and mailing address of the assignee.
(c) An assignment of record of a security interest in a fixture covered by a record of a mortgage which is effective as a financing statement filed as a fixture filing under Section 75-9-502(c) may be made only by an assignment of record of the mortgage in the manner provided by law of this state other than the Uniform Commercial Code.
SECTION 16. Section 75-9-515, Mississippi Code of 1972, is brought forward as follows:
75-9-515. (a) Except as otherwise provided in subsections (b), (e), (f), and (g), a filed financing statement is effective for a period of five (5) years after the date of filing.
(b) Except as otherwise provided in subsections (e), (f), and (g), an initial financing statement filed in connection with a public-finance transaction or manufactured-home transaction is effective for a period of thirty (30) years after the date of filing if it indicates that it is filed in connection with a public-finance transaction or manufactured-home transaction.
(c) The effectiveness of a filed financing statement lapses on the expiration of the period of its effectiveness unless before the lapse a continuation statement is filed pursuant to subsection (d). Upon lapse a financing statement ceases to be effective and any security interest or agricultural lien that was perfected by the financing statement becomes unperfected, unless the security interest is perfected otherwise. If the security interest or agricultural lien becomes unperfected upon lapse, it is deemed never to have been perfected as against a purchaser of the collateral for value.
(d) A continuation statement may be filed only within six (6) months before the expiration of the five-year period specified in subsection (a) or the thirty-year period specified in subsection (b), whichever is applicable.
(e) Except as otherwise provided in Section 75-9-510, upon timely filing of a continuation statement, the effectiveness of the initial financing statement continues for a period of five (5) years commencing on the day on which the financing statement would have become ineffective in the absence of the filing. Upon the expiration of the five-year period, the financing statement lapses in the same manner as provided in subsection (c), unless, before the lapse, another continuation statement is filed pursuant to subsection (d). Succeeding continuation statements may be filed in the same manner to continue the effectiveness of the initial financing statement.
(f) If a debtor is a transmitting utility and a filed initial financing statement so indicates, the financing statement is effective until a termination statement is filed.
(g) A record of a mortgage that is effective as a financing statement filed as a fixture filing under Section 75-9-502(c) remains effective as a financing statement filed as a fixture filing until the mortgage is released or satisfied of record or its effectiveness otherwise terminates as to the real property.
SECTION 17. Section 75-9-516, Mississippi Code of 1972, is brought forward as follows:
75-9-516. (a) Except as otherwise provided in subsection (b), communication of a record to a filing office and tender of the filing fee or acceptance of the record by the filing office constitutes filing.
(b) Filing does not occur with respect to a record that a filing office refuses to accept because:
(1) The record is not communicated by a method or medium of communication authorized by the filing office;
(2) An amount equal to or greater than the applicable filing fee is not tendered;
(3) The filing office is unable to index the record because:
(A) In the case of an initial financing statement, the record does not provide a name for the debtor;
(B) In the case of an amendment or information statement, the record:
(i) Does not identify the initial financing statement as required by Section 75-9-512 or 75-9-518, as applicable;
(ii) Identifies an initial financing statement whose effectiveness has lapsed under Section 75-9-515; or
(iii) Identifies an initial financing statement which was terminated pursuant to Section 75-9-501.1;
(C) In the case of an initial financing statement that provides the name of a debtor identified as an individual or an amendment that provides a name of a debtor identified as an individual which was not previously provided in the financing statement to which the record relates, the record does not identify the debtor's surname; or
(D) In the case of a record filed in the filing office described in Section 75-9-501(a)(1), the record does not provide a sufficient description of the real property to which it relates;
(3.5) In the case of an initial financing statement or an amendment, if the Secretary of State believes in good faith that the record was communicated to the filing office in violation of Section 75-9-501.1(a);
(4) In the case of an initial financing statement or an amendment that adds a secured party of record, the record does not provide a name and mailing address for the secured party of record;
(5) In the case of an initial financing statement or an amendment that provides a name of a debtor which was not previously provided in the financing statement to which the amendment relates, the record does not:
(A) Provide a mailing address for the debtor; or
(B) Indicate whether the name provided as the name of the debtor is the name of an individual or an organization;
(6) In the case of an assignment reflected in an initial financing statement under Section 75-9-514(a) or an amendment filed under Section 75-9-514(b), the record does not provide a name and mailing address for the assignee; or
(7) In the case of a continuation statement, the record is not filed within the six-month period prescribed by Section 75-9-515(d).
(c) For purposes of subsection (b):
(1) A record does not provide information if the filing office is unable to read or decipher the information; and
(2) A record that does not indicate that it is an amendment or identify an initial financing statement to which it relates, as required by Section 75-9-512, 75-9-514 or 75-9-518, is an initial financing statement.
(d) A record that is communicated to the filing office with tender of the filing fee, but which the filing office refuses to accept for a reason other than one set forth in subsection (b), is effective as a filed record except as against a purchaser of the collateral which gives value in reasonable reliance upon the absence of the record from the files.
SECTION 18. Section 75-9-517, Mississippi Code of 1972, is brought forward as follows:
75-9-517. The failure of the filing office to index a record correctly does not affect the effectiveness of the filed record.
SECTION 19. Section 75-9-518, Mississippi Code of 1972, is brought forward as follows:
75-9-518. (a) A person may file in the filing office an information statement with respect to a record indexed there under the person's name if the person believes that the record is inaccurate or was wrongfully filed.
(b) An information statement under subsection (a) must:
(1) Identify the record to which it relates by:
(A) The file number assigned to the initial financing statement to which the record relates; and
(B) If the information statement relates to a record filed for record in a filing office described in Section 75-9-501(a)(1), the date that the initial financing statement was filed for record and the information specified in Section 75-9-502(b);
(2) Indicate that it is an information statement; and
(3) Provide the basis for the person's belief that the record is inaccurate and indicate the manner in which the person believes the record should be amended to cure any inaccuracy or provide the basis for the person's belief that the record was wrongfully filed.
(c) A person may file in the filing office an information statement with respect to a record filed there if the person is a secured party of record with respect to the financing statement to which the record relates and believes that the person that filed the record was not entitled to do so under Section 75-9-509(d).
(d) An information statement under subsection (c) must:
(1) Identify the record to which it relates by:
(A) The file number assigned to the initial financing statement to which the record relates; and
(B) If the information statement relates to a record filed in a filing office described in Section 75-9-501(a)(1), the date and time that the initial financing statement was filed and the information specified in Section 75-9-502(b);
(2) Indicate that it is an information statement; and
(3) Provide the basis for the person's belief that the person that filed the record was not entitled to do so under Section 75-9-509(d).
(e) The filing of an information statement does not affect the effectiveness of an initial financing statement or other filed record.
SECTION 20. Section 75-9-519, Mississippi Code of 1972, is brought forward as follows:
75-9-519. (a) For each record filed in a filing office, the filing office shall:
(1) Assign a unique number to the filed record;
(2) Create a record that bears the number assigned to the filed record and the date and time of filing;
(3) Maintain the filed record for public inspection; and
(4) Index the filed record in accordance with subsections (c), (d), and (e).
(b) Except as provided in subsection (i), a file number assigned after January 1, 2002, must include a digit that:
(1) Is mathematically derived from or related to the other digits of the file number; and
(2) Aids the filing office in determining whether a number communicated as the file number includes a single-digit or transpositional error.
(c) Except as otherwise provided in subsections (d) and (e), the filing office shall:
(1) Index an initial financing statement according to the name of the debtor and index all filed records relating to the initial financing statement in a manner that associates with one another an initial financing statement and all filed records relating to the initial financing statement; and
(2) Index a record that provides a name of a debtor which was not previously provided in the financing statement to which the record relates also according to the name that was not previously provided.
(d) If a financing statement is filed as a fixture filing or covers as-extracted collateral or timber to be cut, it must be filed for record and the filing office shall index it:
(1) Under the names of the debtor and of each owner of record shown on the financing statement as if they were the mortgagors under a mortgage of the real property described; and
(2) To the extent that the law of this state provides for indexing of records of mortgages under the name of the mortgagee, under the name of the secured party as if the secured party were the mortgagee thereunder, or, if indexing is by description, as if the financing statement were a record of a mortgage of the real property described.
(e) If a financing statement is filed as a fixture filing or covers as-extracted collateral or timber to be cut, the filing office shall index an assignment filed under Section 75-9-514(a) or an amendment filed under Section 75-9-514(b):
(1) Under the name of the assignor as grantor; and
(2) To the extent that the law of this state provides for indexing a record of the assignment of a mortgage under the name of the assignee, under the name of the assignee.
(f) The filing office shall maintain a capability:
(1) To retrieve a record by the name of the debtor and:
(A) If the filing office is described in Section 75-9-501(a)(1), by the file number assigned to the initial financing statement to which the record relates and the date and time that the record was filed for record; or
(B) If the filing office is described in Section 75-9-501(a)(2), by the file number assigned to the initial financing statement to which the record relates; and
(2) To associate and retrieve with one another an initial financing statement and each filed record relating to the initial financing statement.
(g) The filing office may not remove a debtor's name from the index until one (1) year after the effectiveness of a financing statement naming the debtor lapses under Section 75-9-515 with respect to all secured parties of record.
(h) Except as provided in subsection (i), the filing office shall perform the acts required by subsections (a) through (e) at the time and in the manner prescribed by filing-office rule, but not later than two (2) business days after the filing office receives the record in question.
(i) Subsections (b) and (h) do not apply to a filing office described in Section 75-9-501(a)(1).
SECTION 21. Section 75-9-520, Mississippi Code of 1972, is brought forward as follows:
75-9-520. (a) A filing office shall refuse to accept a record for filing for a reason set forth in Section 75-9-516(b) and may refuse to accept a record for filing only for a reason set forth in Section 75-9-516(b).
(b) If a filing office refuses to accept a record for filing, it shall communicate to the person that presented the record the fact of and reason for the refusal and the date and time the record would have been filed had the filing office accepted it. The communication must be made at the time and in the manner prescribed by filing-office rule but, in the case of a filing office described in Section 75-9-501(a)(1), in no event more than two (2) business days after the filing office receives the record.
(c) A filed financing statement satisfying Section 75-9-502(a) and (b) is effective, even if the filing office is required to refuse to accept it for filing under subsection (a). However, Section 75-9-338 applies to a filed financing statement providing information described in Section 75-9-516(b)(5) which is incorrect at the time the financing statement is filed.
(d) If a record communicated to a filing office provides information that relates to more than one (1) debtor, this part applies as to each debtor separately.
SECTION 22. Section 75-9-521, Mississippi Code of 1972, is brought forward as follows:
75-9-521. (a) A filing office that accepts written records may not refuse to accept a written initial financing statement in the form and format set forth in the official text of the 2010 amendments to Article 9 of the Uniform Commercial Code promulgated by The American Law Institute and the National Conference of Commissioners on Uniform State Laws, except for a reason set forth in Section 75-9-516(b).
(b) A filing office that accepts written records may not refuse to accept a written record in the form and format set forth in the official text of the 2010 amendments to Article 9 of the Uniform Commercial Code promulgated by The American Law Institute and the National Conference of Commissioners on Uniform State Laws, except for a reason set forth in Section 75-9-516(b).
SECTION 23. Section 75-9-522, Mississippi Code of 1972, is brought forward as follows:
75-9-522. (a) The filing office shall maintain a record of the information provided in a filed financing statement for at least one (1) year after the effectiveness of the financing statement has lapsed under Section 75-9-515 with respect to all secured parties of record. The record must be retrievable by using the name of the debtor and:
(1) If the record was filed or recorded in the filing office described in Section 75-9-501(a)(1), by using the file number assigned to the initial financing statement to which the record relates and the date that the record was filed for record; or
(2) If the record was filed in the filing office described in Section 75-9-501(a)(2), by using the file number assigned to the initial financing statement to which the record relates.
(b) Except to the extent that a statute governing disposition of public records provides otherwise, the filing office immediately may destroy any written record evidencing a financing statement. However, if the filing office destroys a written record, it shall maintain another record of the financing statement which complies with subsection (a).
SECTION 24. Section 75-9-523, Mississippi Code of 1972, is brought forward as follows:
75-9-523. (a) If a person that files a written record requests an acknowledgment of the filing, the filing office shall send to the person an image of the record showing the number assigned to the record pursuant to Section 75-9-519(a)(1) and the date and time of the filing of the record. However, if the person furnishes a copy of the record to the filing office, the filing office may instead:
(1) Note upon the copy the number assigned to the record pursuant to Section 75-9-519(a)(1) and the date and time of the filing of the record; and
(2) Send the copy to the person.
(b) If a person files a record other than a written record, the filing office shall communicate to the person an acknowledgment that provides:
(1) The information in the record;
(2) The number assigned to the record pursuant to Section 75-9-519(a)(1); and
(3) The date and time of the filing of the record.
(c) The filing office shall communicate or otherwise make available in a record the following information to any person that requests it:
(1) Whether there is on file on a date and time specified by the filing office, but not a date earlier than three (3) business days before the filing office receives the request, any financing statement that:
(A) Designates a particular debtor or, if the request so states, designates a particular debtor at the address specified in the request;
(B) Has not lapsed under Section 75-9-515 with respect to all secured parties of record; and
(C) If the request so states, has lapsed under Section 75-9-515 and a record of which is maintained by the filing office under Section 75-9-522(a);
(2) The date and time of filing of each financing statement; and
(3) The information provided in each financing statement.
(d) In complying with its duty under subsection (c), the filing office may communicate information in any medium. However, if requested, the filing office shall communicate information by issuing its written certificate or, if so requested in writing, a record that can be admitted into evidence in the courts of this state without extrinsic evidence of its authenticity.
(e) The filing office shall perform the acts required by subsections (a) through (d) at the time and in the manner prescribed by filing-office rule, but, in the case of a filing office described in Section 75-9-501(a)(2), not later than two (2) business days after the filing office receives the request.
(f) At least weekly, the filing office shall offer to sell or license to the public on a nonexclusive basis, in bulk, copies of all records filed in it under this part, in every medium from time to time available to the filing office. This subsection shall apply only to records filed in a filing office described in Section 75-9-501(a)(2).
SECTION 25. Section 75-9-524, Mississippi Code of 1972, is brought forward as follows:
75-9-524. Delay by the filing office beyond a time limit prescribed by this part is excused if:
(1) The delay is caused by interruption of communication or computer facilities, war, emergency conditions, failure of equipment, or other circumstances beyond control of the filing office; and
(2) The filing office exercises reasonable diligence under the circumstances.
SECTION 26. Section 75-9-525, Mississippi Code of 1972, is brought forward as follows:
75-9-525. (a) Except as otherwise provided in subsection (e), the fee for filing and indexing a record under this part, other than an initial financing statement of the kind described in subsection (b) is the amount specified in subsection (c), if applicable, plus:
(1) Ten Dollars ($10.00) if the record is communicated in writing and is in the standard form prescribed by the Secretary of State;
(2) Thirteen Dollars ($13.00) if the record is communicated in writing and is not in the standard form prescribed by the Secretary of State; and
(3) Eight Dollars ($8.00) if the record is communicated by another medium authorized by filing-office rule.
(b) Except as otherwise provided in subsection (e), the fee for filing and indexing an initial financing statement of the following kind is the amount specified in subsection (c), if applicable, plus:
(1) Thirteen Dollars ($13.00) if the financing statement indicates that it is filed in connection with a public-finance transaction;
(2) Ten Dollars ($10.00) if the financing statement indicates that it is filed in connection with a manufactured-home transaction.
(c) Except as otherwise provided in subsection (e), if a record is communicated in writing, the fee for each additional debtor name more than one (1) required to be indexed is Four Dollars ($4.00).
(d) The fee for responding to a request for information from the filing office, including for issuing a certificate showing whether there is on file any financing statement naming a particular debtor, is:
(1) Five Dollars ($5.00) if the request is communicated in writing on the standard form prescribed by the Secretary of State;
(2) Ten Dollars ($10.00) if the request is communicated in writing and is not in the standard form prescribed by the Secretary of State;
(3) Three Dollars ($3.00) if the request is communicated by another medium authorized by filing-office rule; and
(4) An additional fee of Two Dollars ($2.00) shall be paid by the requesting party for each financing statement listed on the filing officer's certificate, the aggregate of which shall be billed to the requesting party at the time the filing officer's certificate is issued.
(e) This section does not require a fee to the chancery clerk with respect to a record of a mortgage which is effective as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut under Section 75-9-502(c). However, the recording and satisfaction fees to the chancery clerk that otherwise would be applicable under Section 25-7-9 to the record of the mortgage apply.
SECTION 27. Section 75-9-526, Mississippi Code of 1972, is brought forward as follows:
75-9-526. (a) The Secretary of State shall adopt and publish rules to implement this article. The filing-office rules must be:
(1) Consistent with this article; and
(2) Adopted and published in accordance with the Mississippi Administrative Procedures Act.
(b) To keep the filing-office rules and practices of the filing office in harmony with the rules and practices of filing offices in other jurisdictions that enact substantially this part, and to keep the technology used by the filing office compatible with the technology used by filing offices in other jurisdictions that enact substantially this part, the Secretary of State, so far as is consistent with the purposes, policies, and provisions of this article, in adopting, amending, and repealing filing-office rules, shall:
(1) Consult with filing offices in other jurisdictions that enact substantially this part; and
(2) Consult the most recent version of the Model Rules promulgated by the International Association of Corporate Administrators or any successor organization; and
(3) Take into consideration the rules and practices of, and the technology used by, filing offices in other jurisdictions that enact substantially this part.
SECTION 28. Section 75-9-527, Mississippi Code of 1972, is brought forward as follows:
75-9-527. The Secretary of State shall report annually on or before January 2 to the Legislature on the operation of the filing office. The report must contain a statement of the extent to which:
(1) The filing-office rules are not in harmony with the rules of filing offices in other jurisdictions that enact substantially this part and the reasons for these variations; and
(2) The filing-office rules are not in harmony with the most recent version of the Model Rules promulgated by the International Association of Corporate Administrators, or any successor organization, and the reasons for these variations.
SECTION 29. Section 75-9-207, Mississippi Code of 1972, is brought forward as follows:
75-9-207. (a) Except as otherwise provided in subsection (d), a secured party shall use reasonable care in the custody and preservation of collateral in the secured party's possession. In the case of chattel paper or an instrument, reasonable care includes taking necessary steps to preserve rights against prior parties unless otherwise agreed.
(b) Except as otherwise provided in subsection (d), if a secured party has possession of collateral:
(1) Reasonable expenses, including the cost of insurance and payment of taxes or other charges, incurred in the custody, preservation, use, or operation of the collateral are chargeable to the debtor and are secured by the collateral;
(2) The risk of accidental loss or damage is on the debtor to the extent of a deficiency in any effective insurance coverage;
(3) The secured party shall keep the collateral identifiable, but fungible collateral may be commingled; and
(4) The secured party may use or operate the collateral:
(A) For the purpose of preserving the collateral or its value;
(B) As permitted by an order of a court having competent jurisdiction; or
(C) Except in the case of consumer goods, in the manner and to the extent agreed by the debtor.
(c) Except as otherwise provided in subsection (d), a secured party having possession of collateral or control of collateral under Section 75-7-106, 75-9-104, 75-9-105, 75-9-106 or 75-9-107:
(1) May hold as additional security any proceeds, except money or funds, received from the collateral;
(2) Shall apply money or funds received from the collateral to reduce the secured obligation, unless remitted to the debtor; and
(3) May create a security interest in the collateral.
(d) If the secured party is a buyer of accounts, chattel paper, payment intangibles, or promissory notes or a consignor:
(1) Subsection (a) does not apply unless the secured party is entitled under an agreement:
(A) To charge back uncollected collateral; or
(B) Otherwise to full or limited recourse against the debtor or a secondary obligor based on the nonpayment or other default of an account debtor or other obligor on the collateral; and
(2) Subsections (b) and (c) do not apply.
SECTION 30. Section 75-9-208, Mississippi Code of 1972, is brought forward as follows:
75-9-208. (a) This section applies to cases in which there is no outstanding secured obligation and the secured party is not committed to make advances, incur obligations, or otherwise give value.
(b) Within ten (10) days after receiving an authenticated demand by the debtor:
(1) A secured party having control of a deposit account under Section 75-9-104(a)(2) shall send to the bank with which the deposit account is maintained an authenticated statement that releases the bank from any further obligation to comply with instructions originated by the secured party;
(2) A secured party having control of a deposit account under Section 75-9-104(a)(3) shall:
(A) Pay the debtor the balance on deposit in the deposit account; or
(B) Transfer the balance on deposit into a deposit account in the debtor's name;
(3) A secured party, other than a buyer, having control of electronic chattel paper under Section 75-9-105 shall:
(A) Communicate the authoritative copy of the electronic chattel paper to the debtor or its designated custodian;
(B) If the debtor designates a custodian that is the designated custodian with which the authoritative copy of the electronic chattel paper is maintained for the secured party, communicate to the custodian an authenticated record releasing the designated custodian from any further obligation to comply with instructions originated by the secured party and instructing the custodian to comply with instructions originated by the debtor; and
(C) Take appropriate action to enable the debtor or its designated custodian to make copies of or revisions to the authoritative copy which add or change an identified assignee of the authoritative copy without the consent of the secured party;
(4) A secured party having control of investment property under Section 75-8-106(d)(2) or 75-9-106(b) shall send to the securities intermediary or commodity intermediary with which the security entitlement or commodity contract is maintained an authenticated record that releases the securities intermediary or commodity intermediary from any further obligation to comply with entitlement orders or directions originated by the secured party;
(5) A secured party having control of a letter-of-credit right under Section 75-9-107 shall send to each person having an unfulfilled obligation to pay or deliver proceeds of the letter of credit to the secured party an authenticated release from any further obligation to pay or deliver proceeds of the letter of credit to the secured party; and
(6) A secured party having control of an electronic document shall:
(A) Give control of the electronic document to the debtor or its designated custodian;
(B) If the debtor designates a custodian that is the designated custodian with which the authoritative copy of the electronic document is maintained for the secured party, communicate to the custodian an authenticated record releasing the designated custodian from any further obligation to comply with instructions originated by the secured party and instructing the custodian to comply with instructions originated by the debtor; and
(C) Take appropriate action to enable the debtor or its designated custodian to make copies of or revisions to the authoritative copy which add or change an identified assignee of the authoritative copy without the consent of the secured party.
SECTION 31. Section 75-9-209, Mississippi Code of 1972, is brought forward as follows:
75-9-209. (a) Except as otherwise provided in subsection (c), this section applies if:
(1) There is no outstanding secured obligation; and
(2) The secured party is not committed to make advances, incur obligations, or otherwise give value.
(b) Within ten (10) days after receiving an authenticated demand by the debtor, a secured party shall send to an account debtor that has received notification of an assignment to the secured party as assignee under Section 75-9-406(a) an authenticated record that releases the account debtor from any further obligation to the secured party.
(c) This section does not apply to an assignment constituting the sale of an account, chattel paper, or payment intangible.
SECTION 32. Section 75-9-210, Mississippi Code of 1972, is brought forward as follows:
75-9-210. (a) In this section:
(1) "Request" means a record of a type described in paragraph (2), (3), or (4).
(2) "Request for an accounting" means a record authenticated by a debtor requesting that the recipient provide an accounting of the unpaid obligations secured by collateral and reasonably identifying the transaction or relationship that is the subject of the request.
(3) "Request regarding a list of collateral" means a record authenticated by a debtor requesting that the recipient approve or correct a list of what the debtor believes to be the collateral securing an obligation and reasonably identifying the transaction or relationship that is the subject of the request.
(4) "Request regarding a statement of account" means a record authenticated by a debtor requesting that the recipient approve or correct a statement indicating what the debtor believes to be the aggregate amount of unpaid obligations secured by collateral as of a specified date and reasonably identifying the transaction or relationship that is the subject of the request.
(b) Subject to subsections (c), (d), (e), and (f), a secured party, other than a buyer of accounts, chattel paper, payment intangibles, or promissory notes or a consignor, shall comply with a request within fourteen (14) days after receipt:
(1) In the case of a request for an accounting, by authenticating and sending to the debtor an accounting; and
(2) In the case of a request regarding a list of collateral or a request regarding a statement of account, by authenticating and sending to the debtor an approval or correction.
(c) A secured party that claims a security interest in all of a particular type of collateral owned by the debtor may comply with a request regarding a list of collateral by sending to the debtor an authenticated record including a statement to that effect within fourteen (14) days after receipt.
(d) A person that receives a request regarding a list of collateral, claims no interest in the collateral when it receives the request, and claimed an interest in the collateral at an earlier time shall comply with the request within fourteen (14) days after receipt by sending to the debtor an authenticated record:
(1) Disclaiming any interest in the collateral; and
(2) If known to the recipient, providing the name and mailing address of any assignee of or successor to the recipient's interest in the collateral.
(e) A person that receives a request for an accounting or a request regarding a statement of account, claims no interest in the obligations when it receives the request, and claimed an interest in the obligations at an earlier time shall comply with the request within fourteen (14) days after receipt by sending to the debtor an authenticated record:
(1) Disclaiming any interest in the obligations; and
(2) If known to the recipient, providing the name and mailing address of any assignee of or successor to the recipient's interest in the obligations.
(f) A debtor is entitled without charge to one (1) response to a request under this section during any six-month period. The secured party may require payment of a charge not exceeding Twenty-five Dollars ($25.00) for each additional response.
SECTION 33. This act shall take effect and be in force from and after July 1, 2024.