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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Banking and Finance

Date & Time
  • event Date

    Friday, February 23, 2024

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE course will provide commercial finance and bankruptcy attorneys with an analysis of the requirements and methods for creating and perfecting security interests in bank accounts, securities accounts, and other investment property to achieve the desired priority. The panel will offer best practices for drafting and negotiating control agreements and avoiding common pitfalls.

Faculty

Craig S. Unterberg
Partner
Haynes & Boone LLP

Mr. Unterberg is a member of Haynes Boone’s Executive Committee and the managing partner of the firm’s New York office. He has handled an industry-leading number of margin stock, NAV facilities, and structured equity transactions on behalf of financial institutions, private equity funds, and hedge funds. Mr. Unterberg heads up the firm’s New York-based Margin Lending and Structured Equity Practice Group and is a go-to lawyer for his clients on complex Regulation U and other regulatory matters.

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Mark B. Joachim
Shareholder
Polsinelli

Mr. Joachim is Co-Leader of Polsinelli’s Special Situations Investing Team. He has more than 30 years of experience representing distressed businesses, boards of directors, special committees, independent directors, debtor-in-possession lenders, distressed debt investors, official committees, ad hoc groups of creditors in connection with special situations, corporate restructurings, liquidity and liability management transactions, recapitalizations, and in- and out-of-court restructurings. Mr. Joachim is frequently called upon to advise boards of directors, board committees and senior management of financially-troubled companies on a range of issues, including corporate governance and fiduciary duties.

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Description

UCC Article 9 provides debtors with the ability to use their bank accounts, securities accounts, and other investment property as collateral to obtain credit. There are specific considerations to create and perfect a security interest in these collateral types and for the lender's security interest to have the desired priority.

For the security interest to be created and to attach, the security agreement should contain a sufficient description of the deposit accounts, securities accounts, and other investment property collateral. For the security interest to be perfected and to achieve the desired priority, the secured party usually will want to--and sometimes need to--obtain "control" over collateral of these types.

A frequently used method of obtaining control of collateral is for the lender, the borrower, and the depositary bank or securities intermediary to enter a control agreement covering that collateral. Secured parties need to consider the potential pitfalls in control agreements and steps to protect their interests in the control agreement's collateral.

Listen as our authoritative panel of commercial finance attorneys discusses the UCC Article 9 provisions unique to deposit accounts, securities accounts, and other investment property as collateral, as well as discusses best practices for negotiating and drafting deposit and securities account control agreements and avoiding common pitfalls.

Outline

  1. Deposit accounts, securities accounts, and other investment property as collateral
    1. Creation of security interest
    2. Available perfection methods
    3. Determining priority among creditors
    4. Dealing with hybrid accounts
  2. Perfecting security interests in deposit accounts
    1. Importance of control
    2. Key provisions of control agreement
  3. Perfecting security interests in securities accounts and other investment property
    1. Methods of perfection: filing vs. control
    2. Importance of control
    3. Key provisions of control agreement
    4. Identifying the choice of law
  4. Common drafting pitfalls

Benefits

The panel will review these and other key issues:

  • How does a secured creditor obtain control over a debtor's securities account and deposit account--and why is control critical?
  • What circumstances make perfection by control preferable to perfection by filing for security interests in securities accounts?
  • When is control necessary for the perfection of a security interest in a deposit account?
  • What are the common pitfalls to avoid in drafting the control agreement?
  • What are the most highly negotiated provisions in control agreements?