§ 9—316. Effect of change in governing law
(a) A security interest perfected pursuant to the law of the jurisdiction designated in
subdivision 9-301(1) or in subsection 9-305(c), 9—306A(d), or 9—306B(b) of this title
remains perfected until the earliest of:
(1) the time perfection would have ceased under the law of that jurisdiction;
(2) the expiration of four months after a change of the debtor’s location to another jurisdiction;
(3) the expiration of one year after a transfer of collateral to a person that thereby
becomes a debtor and is located in another jurisdiction; or
(4) the expiration of one year after a new debtor located in another jurisdiction becomes
bound under subsection 9—203(d) of this title.
(b) If a security interest described in subsection (a) of this section becomes perfected
under the law of the other jurisdiction before the earliest time or event described
in that subsection, it remains perfected thereafter. If the security interest does
not become perfected under the law of the other jurisdiction before the earliest time
or event, it becomes unperfected and is deemed never to have been perfected as against
a purchaser of the collateral for value.
(c) A possessory security interest in collateral, other than goods covered by a certificate
of title and as-extracted collateral consisting of goods, remains continuously perfected
if:
(1) the collateral is located in one jurisdiction and subject to a security interest perfected
under the law of that jurisdiction;
(2) thereafter the collateral is brought into another jurisdiction; and
(3) upon entry into the other jurisdiction, the security interest is perfected under the
law of the other jurisdiction.
(d) Except as otherwise provided in subsection (e) of this section, a security interest
in goods covered by a certificate of title which is perfected by any method under
the law of another jurisdiction when the goods become covered by a certificate of
title from this state remains perfected until the security interest would have become
unperfected under the law of the other jurisdiction had the goods not become so covered.
(e) A security interest described in subsection (d) of this section becomes unperfected
as against a purchaser of the goods for value and is deemed never to have been perfected
as against a purchaser of the goods for value if the applicable requirements for perfection
under subsection 9—311(b) or section 9—313 of this title are not satisfied before the earlier of:
(1) the time the security interest would have become unperfected under the law of the
other jurisdiction had the goods not become covered by a certificate of title from
this State; or
(2) the expiration of four months after the goods had become so covered.
(f) A security interest in chattel paper, controllable accounts, controllable electronic
records, controllable payment intangibles, deposit accounts, letter-of-credit rights,
or investment property which is perfected under the law of the chattel paper’s jurisdiction,
the controllable electronic record’s jurisdiction, the bank’s jurisdiction, the issuer’s
jurisdiction, a nominated person’s jurisdiction, the securities intermediary’s jurisdiction,
or the commodity intermediary’s jurisdiction, as applicable, remains perfected until
the earlier of:
(1) the time the security interest would have become unperfected under the law of that
jurisdiction; or
(2) the expiration of four months after a change of the applicable jurisdiction to another
jurisdiction.
(g) If a security interest described in subsection (f) of this section becomes perfected
under the law of the other jurisdiction before the earlier of the time or the end
of the period described in that subsection, it remains perfected thereafter. If the
security interest does not become perfected under the law of the other jurisdiction
before the earlier of that time or the end of that period, it becomes unperfected
and is deemed never to have been perfected as against a purchaser of the collateral
for value.
(h) The following rules apply to collateral to which a security interest attaches within
four months after the debtor changes its location to another jurisdiction:
(1) A financing statement filed before the change pursuant to the law of the jurisdiction
designated in subsection 9—301(1) or 9—305(c) of this title is effective to perfect a security interest in the collateral if the financing statement
would have been effective to perfect a security interest in the collateral had the
debtor not changed its location.
(2) If a security interest perfected by a financing statement that is effective under
subdivision (1) of this subsection becomes perfected under the law of the other jurisdiction
before the earlier of the time the financing statement would have become ineffective
under the law of the jurisdiction designated in subsection 9—301(1) or 9—305(c) of this title or the expiration of the four-month period, it remains perfected thereafter. If the
security interest does not become perfected under the law of the other jurisdiction
before the earlier time or event, it becomes unperfected and is deemed never to have
been perfected as against a purchaser of the collateral for value.
(i) If a financing statement naming an original debtor is filed pursuant to the law of
the jurisdiction designated in subsection 9—301(1) or 9—305(c) of this title and the new debtor is located in another jurisdiction, the following rules apply:
(1) The financing statement is effective to perfect a security interest in collateral
acquired by the new debtor before, and within four months after, the new debtor becomes
bound under subsection 9—203(d) of this title if the financing statement would have been effective to perfect a security interest
in the collateral had the collateral been acquired by the original debtor.
(2) A security interest perfected by the financing statement, which becomes perfected
under the law of the other jurisdiction before the earlier of the time the financing
statement would have become ineffective under the law of the jurisdiction designated
in subsection 9—301(1) or 9—305(c) of this title or the expiration of the four-month period, remains perfected thereafter. A security
interest perfected by the financing statement, which does not become perfected under
the law of the other jurisdiction before the earlier time or event, becomes unperfected
and is deemed never to have been perfected as against a purchaser of the collateral
for value. (Added 1999, No. 106 (Adj. Sess.), § 2, eff. July 1, 2001; amended 2013, No. 157 (Adj. Sess.), § 1; 2025, No. 17, § 9, eff. July 1, 2025.)